Gold Royalty Q3 2026 earnings: $3.84M profit
Third-quarter cash from operations was $7.499 million, and the amended revolving facility was undrawn at quarter-end.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Gold Royalty Corp. (GROY) reported third-quarter 2026 revenue of $10.246 million, compared with $4.148 million a year earlier, and net income of $3.838 million versus a $1.133 million loss. Cash provided by operating activities was $7.499 million, compared with $2.438 million. For the first nine months, revenue was $24.156 million versus $11.109 million, and net income was $7.392 million versus a $3.210 million loss.
Third-quarter Adjusted EBITDA, a non-IFRS measure, was $8.957 million, compared with $2.517 million; adjusted net income was $3.891 million versus an adjusted net loss of $0.415 million. The company attributed higher revenue mainly to increased payments from Borborema, Borden and Vareš, reflecting higher commodity prices and, in some cases, production, and to Pedra Branca revenue from a royalty acquired in December 2025.
The amended secured revolving credit facility provides a $125 million line and up to $25 million of additional availability subject to conditions; it was undrawn as of September 30, 2026, and matures in November 2028. The company also acquired an additional 0.1875% indirect NSR royalty over REN for $6.25 million, bringing its stated interests there to 1.6875% NSR and 3.5% NPI.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter revenue rose approximately 147% year over year to $10.246 million.
- Moderate pointQuarterly net income reached $3.838 million, versus a $1.133 million loss.
Negative
- None.
Filing Explained
Borborema is held through a jointly controlled venture, while 3,571,429 shares issued for its royalty acquisition are part of the September 30, 2026 share count.
The November 4, 2026 Form 6-K furnishes Gold Royalty Corp.’s interim report for the quarter ended
The January 21 royalty acquisition had total consideration of
At
At September 30, cash and cash equivalents were
Key Figures
Key Terms
Adjusted EBITDA financial
net smelter return technical
net profits interest technical
Gold Equivalent Ounces financial
accordion feature financial
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What was GROY's third-quarter 2026 revenue?
What are the interest terms of GROY's credit facility?
AI-generated analysis. How Rhea-AI works. Not financial advice.
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|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2026
Commission File Number 001-40099
GOLD ROYALTY CORP.
(Translation of registrant’s name into English)
1188 West Georgia Street, Suite 1830
Vancouver, BC V6E 4A2
(604) 396-3066
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
INCORPORATION BY REFERENCE
EXHIBITS 99.1 AND 99.2, INCLUDED WITH THIS REPORT, ARE HEREBY INCORPORATED BY REFERENCE AS EXHIBITS TO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3, AS AMENDED AND SUPPLEMENTED (FILE NOS. 333-280817, 333-280507, 333-276305, 333-267633, 333-270682) AND FORM S-8 (FILE NO. 333-267421), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
|
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
GOLD ROYALTY CORP. |
|
|
|
|
Date: November 4, 2026 |
By: |
/s/ Andrew Gubbels |
|
Name: |
Andrew Gubbels |
|
Title: |
Chief Financial Officer |
|
|
EXHIBIT INDEX
Exhibit |
|
Description of Exhibit |
|
|
|
99.1 |
|
Condensed interim consolidated financial statements for the three and nine months ended September 30, 2026 |
99.2 |
|
Management's discussion and analysis for the three and nine months ended September 30, 2026 |
99.3 |
|
Certification of Chief Executive Officer |
99.4 |
|
Certification of Chief Financial Officer |
Exhibit 99.1

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026
Gold Royalty Corp.
Condensed Interim Consolidated Statements of Financial Position
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
|
|
|
|
As at |
|
As at |
|
|
|
|
September 30, 2026 |
|
December 31, 2025 |
|
|
Notes |
|
($) |
|
($) |
Assets |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
21,039 |
|
12,407 |
Short-term investments |
|
|
|
2,028 |
|
1,548 |
Accounts receivable |
|
|
|
6,452 |
|
2,741 |
Prepaids and other receivables |
|
|
|
3,514 |
|
5,850 |
|
|
|
|
33,033 |
|
22,546 |
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Royalties, streaming and other mineral interests |
|
4 |
|
788,521 |
|
786,736 |
Long-term investments |
|
5 |
|
2,526 |
|
2,486 |
Investment in joint venture |
|
6 |
|
22,631 |
|
— |
Gold-linked loan |
|
7 |
|
10,368 |
|
10,826 |
Other long-term assets |
|
|
|
715 |
|
162 |
|
|
|
|
824,761 |
|
800,210 |
|
|
|
|
|
|
|
|
|
|
|
857,794 |
|
822,756 |
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Accounts payable and accrued liabilities |
|
|
|
5,232 |
|
4,618 |
|
|
|
|
5,232 |
|
4,618 |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
Non-current portion of lease obligation |
|
|
|
37 |
|
101 |
Deferred income tax liability |
|
|
|
122,274 |
|
118,842 |
|
|
|
|
122,311 |
|
118,943 |
|
|
|
|
|
|
|
|
|
|
|
127,543 |
|
123,561 |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
Issued capital |
|
9 |
|
780,463 |
|
752,241 |
Reserves |
|
9 |
|
19,492 |
|
23,998 |
Accumulated deficit |
|
|
|
(69,965) |
|
(77,357) |
Accumulated other comprehensive income |
|
|
|
261 |
|
313 |
|
|
|
|
730,251 |
|
699,195 |
|
|
|
|
|
|
|
|
|
|
|
857,794 |
|
822,756 |
Approved by the Board of Directors:
/s/ Ken Robertson |
|
/s/ Warren Gilman |
Ken Robertson Director |
|
Warren Gilman Director |
The accompanying notes are an integral part of these condensed interim consolidated financial statements
1
Gold Royalty Corp.
Condensed Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
|
|
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
Notes |
|
($) |
|
($) |
|
($) |
|
($) |
Revenue |
|
|
|
|
|
|
|
|
|
|
Revenue |
|
10 |
|
10,246 |
|
4,148 |
|
24,156 |
|
11,109 |
Cost of sales |
|
|
|
|
|
|
|
|
|
|
Cost of sales excluding depletion |
|
4 |
|
(743) |
|
(364) |
|
(1,346) |
|
(777) |
Depletion |
|
4 |
|
(2,530) |
|
(862) |
|
(5,675) |
|
(1,371) |
Gross profit |
|
|
|
6,973 |
|
2,922 |
|
17,135 |
|
8,961 |
|
|
|
|
|
|
|
|
|
|
|
Other operating income (expenses) |
|
|
|
|
|
|
|
|
|
|
General and administrative costs |
|
11 |
|
(1,899) |
|
(1,726) |
|
(6,083) |
|
(5,388) |
Project evaluation costs |
|
11 |
|
(5) |
|
(63) |
|
(36) |
|
(81) |
Share of loss in associate |
|
|
|
— |
|
— |
|
— |
|
(80) |
Dilution loss in associate |
|
|
|
— |
|
— |
|
— |
|
(73) |
Share of profit in joint venture |
|
6 |
|
482 |
|
— |
|
1,245 |
|
— |
Share-based compensation |
|
9 |
|
(566) |
|
(561) |
|
(2,016) |
|
(1,903) |
Operating income for the period |
|
|
|
4,985 |
|
572 |
|
10,245 |
|
1,436 |
|
|
|
|
|
|
|
|
|
|
|
Other items |
|
|
|
|
|
|
|
|
|
|
Change in fair value of gold-linked loan |
|
7 |
|
(57) |
|
277 |
|
979 |
|
992 |
Change in fair value of short-term investments |
|
|
|
495 |
|
207 |
|
562 |
|
180 |
Change in fair value of embedded derivative |
|
|
|
— |
|
133 |
|
— |
|
413 |
Foreign exchange (loss) gain |
|
|
|
(60) |
|
91 |
|
(20) |
|
39 |
Finance costs |
|
12 |
|
(162) |
|
(2,292) |
|
(666) |
|
(6,733) |
(Loss) gain on loan modification |
|
8 |
|
— |
|
— |
|
(500) |
|
693 |
Other income (expense) |
|
|
|
203 |
|
(331) |
|
402 |
|
(349) |
Net income (loss) before income taxes for the period |
|
|
|
5,404 |
|
(1,343) |
|
11,002 |
|
(3,329) |
Current tax expense |
|
|
|
(16) |
|
— |
|
(160) |
|
(118) |
Deferred tax (expense) recovery |
|
|
|
(1,550) |
|
210 |
|
(3,450) |
|
237 |
Net income (loss) after income taxes for the period |
|
|
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss) income |
|
|
|
|
|
|
|
|
|
|
Item that may be reclassified subsequently to net income: |
|
|
|
|
|
|
|
|
|
|
Foreign currency translation differences |
|
|
|
7 |
|
(41) |
|
(52) |
|
120 |
Reclassification of cumulative foreign currency translation differences to net income |
|
|
|
— |
|
137 |
|
— |
|
137 |
Total comprehensive income (loss) for the period |
|
|
|
3,845 |
|
(1,037) |
|
7,340 |
|
(2,953) |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per share |
|
|
|
|
|
|
|
|
|
|
Basic |
|
9 |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
Diluted |
|
9 |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding |
|
|
|
|
|
|
|
|
|
|
Basic |
|
9 |
|
231,464,083 |
|
170,913,113 |
|
230,564,275 |
|
170,599,707 |
Diluted |
|
9 |
|
238,421,481 |
|
170,913,113 |
|
239,929,495 |
|
170,599,707 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements
2
Gold Royalty Corp.
Condensed Interim Consolidated Statements of Changes in Equity
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
|
|
Notes |
|
Number of |
|
Issued Capital |
|
Reserves |
|
Accumulated |
|
Accumulated |
|
Total |
Balance at December 31, 2024 |
|
|
|
170,205,124 |
|
595,811 |
|
35,684 |
|
(73,227) |
|
35 |
|
558,303 |
GRC Shares issued upon vesting of restricted share units |
|
|
|
69,783 |
|
287 |
|
(287) |
|
— |
|
— |
|
— |
GRC Shares issued for interest payment of convertible debentures |
|
|
|
497,342 |
|
900 |
|
— |
|
— |
|
— |
|
900 |
GRC Shares issued upon exercise of share options |
|
|
|
36,170 |
|
176 |
|
(104) |
|
— |
|
— |
|
72 |
GRC Shares issued upon exercise of common share purchase warrants |
|
|
|
790,810 |
|
1,819 |
|
(40) |
|
|
|
|
|
1,779 |
Share-based compensation - share options |
|
|
|
— |
|
— |
|
553 |
|
— |
|
— |
|
553 |
Share-based compensation - restricted share units |
|
|
|
— |
|
— |
|
1,350 |
|
— |
|
— |
|
1,350 |
Total comprehensive loss for the period |
|
|
|
— |
|
— |
|
— |
|
(3,210) |
|
257 |
|
(2,953) |
Balance at September 30, 2025 |
|
|
|
171,599,229 |
|
598,993 |
|
37,156 |
|
(76,437) |
|
292 |
|
560,004 |
|
|
Notes |
|
Number of |
|
Issued Capital |
|
Reserves |
|
Accumulated |
|
Accumulated |
|
Total |
Balance at December 31, 2025 |
|
|
|
224,530,457 |
|
752,241 |
|
23,998 |
|
(77,357) |
|
313 |
|
699,195 |
GRC Shares issued upon vesting of restricted share units |
|
9 |
|
35,453 |
|
37 |
|
(37) |
|
— |
|
— |
|
— |
GRC Shares issued upon exercise of share options |
|
|
|
1,794,766 |
|
8,039 |
|
(6,372) |
|
— |
|
— |
|
1,667 |
GRC Shares issued upon exercise of common share purchase warrants |
|
|
|
2,257,463 |
|
5,193 |
|
(113) |
|
— |
|
— |
|
5,080 |
Share-based compensation - share options |
|
9 |
|
— |
|
— |
|
687 |
|
— |
|
— |
|
687 |
Share-based compensation - restricted share units |
|
9 |
|
— |
|
— |
|
1,329 |
|
— |
|
— |
|
1,329 |
Royalty interest acquisition: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GRC Shares issued to acquire royalty interest |
|
9 |
|
3,571,429 |
|
15,000 |
|
— |
|
— |
|
— |
|
15,000 |
Issuance cost |
|
9 |
|
— |
|
(65) |
|
— |
|
— |
|
— |
|
(65) |
Deferred tax recovery recognized |
|
9 |
|
— |
|
18 |
|
— |
|
— |
|
— |
|
18 |
Total comprehensive income for the period |
|
|
|
— |
|
— |
|
— |
|
7,392 |
|
(52) |
|
7,340 |
Balance at September 30, 2026 |
|
|
|
232,189,568 |
|
780,463 |
|
19,492 |
|
(69,965) |
|
261 |
|
730,251 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements
3
Gold Royalty Corp.
Condensed Interim Consolidated Statements of Cash Flows
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Operating activities |
|
|
|
|
|
|
|
|
Net income (loss) for the period |
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
Items not involving cash: |
|
|
|
|
|
|
|
|
Depreciation |
|
19 |
|
19 |
|
59 |
|
58 |
Depletion |
|
2,530 |
|
862 |
|
5,675 |
|
1,371 |
Finance costs |
|
162 |
|
2,292 |
|
666 |
|
6,733 |
Other (income) expense |
|
(150) |
|
331 |
|
(349) |
|
349 |
Share-based compensation |
|
566 |
|
561 |
|
2,016 |
|
1,903 |
Change in fair value of short-term investments |
|
(495) |
|
(207) |
|
(562) |
|
(180) |
Change in fair value of embedded derivative |
|
— |
|
(133) |
|
— |
|
(413) |
Loss (gain) on loan modification |
|
— |
|
— |
|
500 |
|
(693) |
Change in fair value of gold-linked loan |
|
57 |
|
(277) |
|
(979) |
|
(992) |
Share of loss in associate |
|
— |
|
— |
|
— |
|
80 |
Dilution loss in associate |
|
— |
|
— |
|
— |
|
73 |
Share of profit in joint venture |
|
(482) |
|
— |
|
(1,245) |
|
— |
Deferred tax expense (recovery) |
|
1,550 |
|
(210) |
|
3,450 |
|
(237) |
Unrealized foreign exchange (gain) loss |
|
29 |
|
(183) |
|
14 |
|
(123) |
Operating cash flows before movements in working capital |
|
7,624 |
|
1,922 |
|
16,637 |
|
4,719 |
Net changes in non-cash working capital items: |
|
|
|
|
|
|
|
|
Accounts receivables |
|
(303) |
|
(55) |
|
(3,711) |
|
(368) |
Interest income credited against gold-linked loan |
|
471 |
|
415 |
|
1,437 |
|
1,116 |
Prepaids and other receivables |
|
(558) |
|
(201) |
|
934 |
|
(359) |
Accounts payable and accrued liabilities |
|
265 |
|
357 |
|
399 |
|
886 |
Cash provided by operating activities |
|
7,499 |
|
2,438 |
|
15,696 |
|
5,994 |
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
Interest received |
|
96 |
|
14 |
|
241 |
|
30 |
Investment in royalties, streaming and other mineral interests |
|
(1,009) |
|
— |
|
(37,869) |
|
(2,209) |
Investment in long-term investments |
|
— |
|
(27) |
|
(92) |
|
(27) |
Proceeds on disposition of short-term investments |
|
1,271 |
|
13 |
|
1,271 |
|
20 |
Land agreements proceeds credited against other mineral interests |
|
51 |
|
10 |
|
71 |
|
337 |
Proceeds from sale of subsidiary |
|
— |
|
— |
|
22,499 |
|
— |
Proceeds from partial disposition of investment in associate |
|
— |
|
438 |
|
— |
|
438 |
Distribution received from joint venture |
|
453 |
|
— |
|
1,115 |
|
— |
Proceeds from issuance of call options |
|
29 |
|
— |
|
49 |
|
— |
Cash (used in) provided by investing activities |
|
891 |
|
448 |
|
(12,715) |
|
(1,411) |
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
Proceeds from issuance of GRC Shares |
|
1,340 |
|
1,779 |
|
6,747 |
|
1,851 |
(Payment of bank transaction costs) net proceeds from bank loan |
|
— |
|
(2,000) |
|
(561) |
|
(165) |
Interest paid |
|
— |
|
(1,212) |
|
(462) |
|
(3,981) |
Payment of lease obligations |
|
(24) |
|
(23) |
|
(73) |
|
(71) |
Cash (used in) provided by financing activities |
|
1,316 |
|
(1,456) |
|
5,651 |
|
(2,366) |
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash |
|
9,706 |
|
1,430 |
|
8,632 |
|
2,217 |
Cash and cash equivalents |
|
|
|
|
|
|
|
|
Beginning of period |
|
11,333 |
|
3,054 |
|
12,407 |
|
2,267 |
End of period |
|
21,039 |
|
4,484 |
|
21,039 |
|
4,484 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements
4
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
1. Corporate information
Gold Royalty Corp. ("GRC" or the "Company") is a company incorporated in Canada on June 23, 2020 and domiciled in Canada. GRC is principally engaged in acquiring gold-focused royalty and mineral stream interests. The registered office of the Company is located at 1000 Cathedral Place, 925 West Georgia Street, Vancouver, British Columbia, V6C 3L2, Canada. The principal address of the Company is located at 1830 – 1188 West Georgia Street Vancouver, BC, V6E 4A2, Canada.
The Company's common shares (the "GRC Shares") and common share purchase warrants ("Warrants") are listed on the NYSE American under the symbols "GROY" and "GROY.WS", respectively.
2. Basis of preparation and significant accounting policies
2.1 Statement of compliance
The Company's condensed interim consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS Accounting Standards") applicable to the presentation of interim financial statements including International Accounting Standard 34, Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2025.
These condensed interim consolidated financial statements were authorized for issue by the Company's board of directors on November 4, 2026.
2.2 Basis of presentation
The Company's condensed interim consolidated financial statements have been prepared on a historical cost basis except for financial instruments that have been measured at fair value. The Company's condensed interim consolidated financial statements are presented in United States dollars ("U.S. dollar", "$" or "dollar"). All amounts are rounded to the nearest thousands except per share amounts or as otherwise indicated.
The accounting policies applied in the preparation of these condensed interim consolidated financial statements are consistent with those applied and disclosed in the Company's annual financial statements for the year ended December 31, 2025. The Company's interim results are not necessarily indicative of its results for a full year.
The condensed interim consolidated financial statements include the financial statements of Gold Royalty Corp. and its wholly-owned subsidiaries:
|
|
|
|
|
|
% Equity Interest as at |
||
Name of subsidiary |
|
Country of Incorporation |
|
Functional Currency |
|
September 30, 2026 |
|
December 31, 2025 |
Ely Gold Royalties Inc. |
|
Canada |
|
U.S. dollar |
|
100% |
|
100% |
Nevada Select Royalty, Inc. |
|
USA |
|
U.S. dollar |
|
100% |
|
100% |
Ren Royalties LLC |
|
USA |
|
U.S. dollar |
|
100% |
|
100% |
VEK Associates |
|
USA |
|
U.S. dollar |
|
100% |
|
100% |
Gold Royalty Holdings Ltd. |
|
Canada |
|
U.S. dollar |
|
100% |
|
100% |
Groyco Mex. S.A. de C.V. |
|
Mexico |
|
U.S. dollar |
|
100% |
|
100% |
Borborema Royalty General Partner LLC |
|
USA |
|
U.S. dollar |
|
100% |
|
Established in 2026 |
All subsidiaries are consolidated from the date the Company obtained control until the date that its control ceases. Control is achieved when the Company is exposed to, or has rights to, variable returns from the subsidiaries and has the ability to affect those returns through its power over the entity. All inter-company transactions, balances, income and expenses are eliminated through the consolidation process. The accounts of all subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.
3. IFRS Pronouncements
3.1 Amendments to IFRS 9 and IFRS 7 – Amendments to the Classification and Measurement of Financial Instruments
In May 2024, the IASB issued targeted amendments to IFRS 9, Financial Instruments, and IFRS 7, Financial Instruments: Disclosures, to respond to recent questions arising in practice. These amendments:
5
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
3. IFRS Pronouncements (continued)
3.1 Amendments to IFRS 9 and IFRS 7 – Amendments to the Classification and Measurement of Financial Instruments (continued)
The amendments to IFRS 9 and IFRS 7 are effective for annual periods beginning on or after January 1, 2026. These amendments have been applied retrospectively and the adoption of these amendments did not have material effects on the Company's financial statements. The Company has elected to derecognize financial liabilities before the settlement date for all of its electronic payment systems.
3.2 IFRS 18 – Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18 in response to investors' concerns about comparability and transparency of entities' performance reporting. The new presentation requirements introduced in IFRS 18 will increase comparability of the financial performance of similar entities, especially related to how "operating profit or loss" is defined. The new disclosure requirements for "management-defined performance measures" will enhance transparency. IFRS 18 is effective from January 1, 2027 and has not yet been adopted by the Company.
Management is in the process of determining the impact on the Company of applying IFRS 18. The Company has prepared a transition plan and is on track to report its first IFRS 18-compliant interim financial statements for the three months ending March 31, 2027 and annual financial statements for the year ending December 31, 2027.
4. Royalties, streaming and other mineral interests
|
|
Streams on Production Stage Assets |
|
Royalties on Production Stage Assets |
|
Royalties on Development Stage Assets |
|
Royalties on Exploration and Resource Stage Assets |
|
Other mineral interests |
|
Total |
Balance at December 31, 2024 |
|
50,570 |
|
321,572 |
|
127,540 |
|
202,851 |
|
15,247 |
|
717,780 |
Additions |
|
— |
|
70,651 |
|
— |
|
2,251 |
|
58 |
|
72,960 |
Disposal |
|
— |
|
— |
|
— |
|
(785) |
|
— |
|
(785) |
Depletion |
|
(1,625) |
|
(1,033) |
|
— |
|
— |
|
— |
|
(2,658) |
Land agreement proceeds |
|
— |
|
— |
|
— |
|
— |
|
(561) |
|
(561) |
Transfers |
|
— |
|
21,250 |
|
(21,250) |
|
4,134 |
|
(4,134) |
|
— |
Balance at December 31, 2025 |
|
48,945 |
|
412,440 |
|
106,290 |
|
208,451 |
|
10,610 |
|
786,736 |
Additions |
|
— |
|
45,695 |
|
6,508 |
|
592 |
|
74 |
|
52,869 |
Sale of subsidiary |
|
— |
|
(45,338) |
|
— |
|
— |
|
— |
|
(45,338) |
Depletion |
|
(1,519) |
|
(4,156) |
|
— |
|
— |
|
— |
|
(5,675) |
Land agreement proceeds |
|
— |
|
— |
|
— |
|
— |
|
(71) |
|
(71) |
Transfers |
|
— |
|
1,157 |
|
12 |
|
(1,141) |
|
(28) |
|
— |
Balance at September 30, 2026 |
|
47,426 |
|
409,798 |
|
112,810 |
|
207,902 |
|
10,585 |
|
788,521 |
County Line Mine commenced production
During the nine months ended September 30, 2026, Fortitude Gold Corp's County Line Mine commenced production, and its carrying value of $1,141 was transferred from royalties on exploration and resource stage assets to royalties on production stage assets.
Additional Borborema Royalty Acquisition
On January 21, 2026, the Company completed the acquisition of an existing net smelter return ("NSR") royalty (the "Additional Borborema Royalty") on the Borborema Mine from a third party for total consideration of $45,000, comprised of $30,000 in cash and the issuance of 3,571,429 GRC Shares. The Additional Borborema Royalty consists of a 1.5% NSR on the first 1.5 million ounces ("Moz") of payable gold production and 1.0% until 2.0 Moz of payable gold is produced, thereafter being extinguished. Transaction costs amounting to $338 were recorded as part of the carrying value of the Additional Borborema Royalty.
During the nine months ended September 30, 2026, Taurus Mining Royalty Fund, L.P. ("Taurus") participated in this acquisition under the previously announced mutual cooperation agreement between the parties. Pursuant to a unit purchase agreement, Taurus acquired an indirect 49.9978% interest in Borborema Royalty Limited Partnership ("Borborema LP"), a subsidiary of the Company that holds the Additional Borborema Royalty. As a result of the transaction, the Company lost control of Borborema LP per IFRS 10, Consolidated Financial Statements. The assets and liabilities, including the Additional Borborema Royalty, were derecognized from the condensed interim consolidated financial statements (note 6).
6
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
4. Royalties, streaming and other mineral interests (continued)
Additional REN Royalty Acquisition
On June 15, 2026, the Company acquired an additional indirect 0.1875% NSR royalty interest over the REN project ("Additional REN Royalty"), located in Nevada, USA and operated by Barrick Mining Corporation ("Barrick") and owned by Nevada Gold Mines, a joint venture between Barrick (61.5%) and Newmont Gold Corporation (38.5%), for total cash consideration of $6,250. This is in addition to the existing indirect 1.50% NSR interest held on the same terms. As a result, the Company's net interests over the REN project have increased to a 1.6875% indirect NSR and a 3.5% Net Profit Interest. Transaction costs amounting to $270 were recorded as part of the carrying value of the Additional REN Royalty.
Acquisition of royalties in Nevada
In July 2026, the Company acquired two NSR royalties in Nevada from a private seller for total consideration of $800.
The acquired royalties consist of: (i) a 2.0% NSR royalty on the Sterling property, which is operated by AngloGold Ashanti Limited and is located south of its Arthur project. Sterling hosts a near-surface, high-grade past-producing open-pit operation; and (ii) a 0.5% NSR royalty over portions of Granite Creek, operated by i-80 Gold Corp. The Granite Creek royalty covers portions of the Felix and Blue Bell pits at Granite Creek and includes associated advance minimum royalty payments of $32 per year. Transaction costs totalling $164 were recorded as part of the carrying values of the acquired royalties.
Land agreement proceeds
During the three and nine months ended September 30, 2026, the Company received land agreement proceeds that were credited against other mineral interests of $51 (2025: $10) and $71 (2025: $337), respectively.
Cost of sales excluding depletion
During the three and nine months ended September 30, 2026, the Company incurred copper streaming expenses, which are associated ongoing payments required to be made by the Company equal to 30% of the LME spot copper price of $721 (2025: $363) and $1,324 (2025: $724), respectively, relating to the Vareš copper stream.
During the three and nine months ended September 30, 2026, the Company incurred net proceeds of minerals tax, which was applied to royalty revenue received from certain assets in Nevada, of $22 (2025: $1) and $22 (2025: $53), respectively.
Summary of Select Royalties and Stream
The following is a summary of selected royalties and a stream owned by the Company as of September 30, 2026:
Asset |
|
Interest |
|
Jurisdiction |
Streams on Production Stage Assets: |
|
|
|
|
Vareš Mine |
|
100% copper stream |
|
Bosnia and Herzegovina |
|
|
|
|
|
Royalties on Production Stage Assets: |
|
|
|
|
Borborema Mine |
|
2.75% NSR (1) |
|
Rio Grande do Norte, Brazil |
Borden Mine (2) |
|
0.5% NSR |
|
Ontario, Canada |
Canadian Malartic Property (open pit) (2) |
|
2.0% – 3.0% NSR |
|
Québec, Canada |
Cozamin Mine (2) |
|
1.0% NSR |
|
Zacatecas, Mexico |
Côté Gold Mine (2) |
|
0.75% NSR |
|
Ontario, Canada |
County Line |
|
3.0% NSR |
|
Nevada, USA |
Granite Creek Project |
|
10% Net Profit Interest ("NPI") |
|
Nevada, USA |
Pedra Branca Mine |
|
25.0% NSR (Au); 2.0% NSR (Cu) |
|
Pará, Brazil |
|
|
|
|
|
Royalties on Development Stage Assets: |
|
|
|
|
Canadian Malartic - Odyssey Project (2) (underground) |
|
3.0% NSR |
|
Québec, Canada |
REN - Carlin Mines |
|
1.6875% NSR |
|
Nevada, USA |
REN - Carlin Mines (NPI) |
|
3.5% NPI |
|
Nevada, USA |
|
|
|
|
|
Royalties on Exploration and Resource Stage Assets: |
|
|
|
|
Fenelon Gold Project |
|
2.0% NSR |
|
Québec, Canada |
__________
Notes:
7
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
5. Long-term investments
As at September 30, 2026, long-term investments include $1,526 (C$2,163) (December 31, 2025: $1,486 (C$2,038)) representing a 12.5% equity interest in Prospector Royalty Corp. ("PRC"), a private company providing preferred access to a proprietary and digitized royalty database. The arrangement includes a royalty referral and granting opportunities to acquire certain royalties identified by PRC. During the three and nine months ended September 30, 2026, the Company recorded an unrealized foreign exchange gain on the investment of $7 (2025: unrealized foreign exchange loss of $32) and unrealized foreign exchange loss of $52 (2025: unrealized foreign exchange gain of $47), respectively, in other comprehensive (loss) income in the condensed interim consolidated statement of comprehensive income (loss).
As at September 30, 2026, long-term investments also include a non-controlling equity interest in Apex Royalties Limited of $1,000 (December 31, 2025: $1,000), a private mining royalty company. This equity interest was received as part of the consideration for the disposal of the Company's royalty on the Pilot Mountain tungsten project during the year ended December 31, 2025.
6. Investment in joint venture
In February 2026, the Company established Borborema LP and contributed the Additional Borborema Royalty (note 4) at a fair value of $45,000 to Borborema LP as initial capital contribution. Subsequent to the establishment of Borborema LP, pursuant to a unit purchase agreement, Taurus acquired an indirect 49.9978% interest in Borborema LP for cash consideration of $22,499. As a result of the transaction, the Company lost control of Borborema LP but retained joint control over Borborema LP with Taurus. The assets and liabilities of Borborema LP were derecognized from the condensed interim consolidated financial statements in accordance with IFRS 10, Consolidated Financial Statements, with the retained interest recognized as an investment in joint venture in the condensed interim consolidated statement of financial position. A loss of $338 associated with the loss of control attributable to the former controlling interest was recognized against other income in the condensed interim consolidated statements of income (loss) comprehensive income (loss). During the three and nine months ended September 30, 2026, the Company recognized share of profit in joint venture of $482 (2025: $nil) and $1,245 (2025: $nil), respectively, related to the investment in Borborema LP.
Borborema LP is considered a material joint venture of the Company as at September 30, 2026. The Company's proportion of ownership interest is the same as the proportion of voting rights held. Borborema LP is a private entity.
|
|
|
|
% equity interest as at |
|
|
|
|
|
Carrying amount as at |
||||
Name of entity |
|
Country of Incorporation |
|
September 30, 2026 |
|
December 31, 2025 |
|
Nature of relationship |
|
Measurement method |
|
September 30, 2026 |
|
December 31, 2025 |
Borborema Royalty Limited Partnership |
|
USA |
|
50.0022% |
|
— |
|
Joint Venture |
|
Equity method |
|
22,631 |
|
— |
The tables below provide summarised financial information for Borborema LP. The information disclosed reflects the amounts presented in the financial statements of Borborema LP and not the Company's share of those amounts.
8
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
6. Investment in joint venture (continued)
|
|
As at |
|
As at |
|
|
September 30, 2026 |
|
December 31, 2025 |
|
|
($) |
|
($) |
Assets |
|
|
|
|
Current assets |
|
|
|
|
Accounts receivable |
|
1,409 |
|
— |
|
|
1,409 |
|
— |
|
|
|
|
|
Non-current assets |
|
|
|
|
Royalties, streaming and other mineral interests |
|
43,850 |
|
— |
|
|
43,850 |
|
— |
|
|
|
|
|
Net assets |
|
45,259 |
|
— |
|
|
|
|
|
Reconciliation to carrying amounts: |
|
|
|
|
Opening net assets at the beginning of the period/year |
|
— |
|
— |
Capital contribution |
|
45,000 |
|
— |
Net income for the period/year |
|
2,489 |
|
— |
Distributions paid |
|
(2,230) |
|
— |
Closing net assets |
|
45,259 |
|
— |
|
|
|
|
|
Company's share in % |
|
50.0022% |
|
— |
Company's share in $ |
|
22,631 |
|
— |
Carrying amount |
|
22,631 |
|
— |
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Revenue |
|
|
|
|
|
|
|
|
Revenue |
|
1,409 |
|
— |
|
3,639 |
|
— |
Cost of sales |
|
|
|
|
|
|
|
|
Depletion |
|
(445) |
|
— |
|
(1,150) |
|
— |
Net income (loss) for the period |
|
964 |
|
— |
|
2,489 |
|
— |
|
|
|
|
|
|
|
|
|
Distributions received from joint venture |
|
453 |
|
— |
|
1,115 |
|
— |
7. Gold-linked loan
On December 19, 2023 (the "Advance Date"), the Company entered into a definitive agreement with Borborema Inc. (the "Borrower"), providing the Borrower with project financing for its Borborema Project of $10,000. The loan is secured against certain assets of the Borrower, and bears interest at 110 ounces of gold per quarter and is payable through cash settlement or physical delivery of gold. The Borrower has the option to prepay the loan with all interest accrued and unpaid after 24 months following the Advance Date. The Borrower will have the option to elect its choice of payment (the "Prepayment Option").
The loan is classified as a financial asset and measured at fair value through profit or loss in accordance with IFRS 9, Financial Instruments. The Prepayment Option has been accounted for as part of the fair value of the loan in accordance with IFRS 9, Financial Instruments. The fair value of the loan is remeasured on the reporting date and the change in fair value is recognized in the condensed interim consolidated statements of income (loss) and comprehensive income (loss).
As at September 30, 2026, the fair value of the loan has been estimated using a discounted cash-flow approach based on the following assumptions: risk-free interest rate of 4.15%, calibrated credit spread of 2.28%, estimated long-term gold price of $3,568 per ounce and expected volatility of gold of 20.17%. The Company recorded a fair value loss on the loan of $57 (2025: fair value gain of $277) and fair value gain of $979 (2025: $992), respectively, in change in fair value of gold-linked loan in the condensed interim consolidated statements of income (loss) and comprehensive income (loss) for the three and nine months ended September 30, 2026.
9
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
7. Gold-linked loan (continued)
|
|
($) |
Balance at December 31, 2024 |
|
10,739 |
Interest income credited against gold-linked loan |
|
(1,598) |
Change in fair value during the year |
|
1,685 |
Balance at December 31, 2025 |
|
10,826 |
Interest income credited against gold-linked loan |
|
(1,437) |
Change in fair value during the period |
|
979 |
Balance at September 30, 2026 |
|
10,368 |
8. Bank loan
In February 2026, the Company amended and upsized its existing Credit Facility (the "Credit Facility"), to increase the secured revolving credit line to $125 million, with an accordion feature allowing for up to an additional $25 million in availability, subject to certain conditions. Under the amended Credit Facility, term benchmark advances bear interest at rate equal to Secured Overnight Financing Rate ("SOFR") plus a margin of 2.25% to 3.25%, reflecting a 25-basis points interest rate reduction. The Credit Facility matures in November 2028. None of the Credit Facility was utilized as of September 30, 2026.
The Credit Facility is subject to standard conditions and covenants which include a leverage ratio and an interest coverage ratio. The Company was in compliance with all covenants as at September 30, 2026.
The following outlines the movement of the bank loan from December 31, 2024 to September 30, 2026:
|
|
($) |
Balance at December 31, 2024 |
|
24,920 |
Additional draw-down |
|
2,000 |
Repayment |
|
(27,287) |
Less: transaction costs and fees |
|
(907) |
Modification adjustment |
|
240 |
Interest expense |
|
2,376 |
Interest paid |
|
(2,466) |
Reclassification of unamortized transaction costs to assets |
|
1,124 |
Balance at December 31, 2025 |
|
— |
Additional draw-down |
|
22,500 |
Repayment |
|
(22,500) |
Less: transaction costs and fees |
|
(561) |
Modification adjustment |
|
500 |
Interest expense |
|
166 |
Interest paid |
|
(130) |
Reclassification of unamortized transaction costs to assets |
|
25 |
Balance at September 30, 2026 |
|
— |
9. Equity
9.1 Common Shares
The authorized share capital of the Company consists of an unlimited number of common shares and an unlimited number of preferred shares issuable in series without par value.
On January 21, 2026, the Company issued 3,571,429 GRC Shares in satisfaction of the acquisition of the Additional Borborema Royalty (Note 4). The Company incurred issuance costs of $65 and recognized a corresponding deferred tax recovery of $18.
During the three and nine months ended September 30, 2026, the Company issued 1,354,199 and 4,087,682 GRC Shares, respectively, in satisfaction of vesting of Restricted Share Units ("RSUs") and exercise of share options and common share purchase warrants.
9.2 Restricted Share Units
During the three and nine months ended September 30, 2026, the Company recognized share-based compensation expense of $446 (2025: $449) and $1,329 (2025: $1,350), respectively, related to RSUs.
The following outlines the movements of the Company's RSUs:
10
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
9. Equity (continued)
9.2 Restricted Share Units (continued)
|
|
Number of |
|
Weighted Average |
Balance at December 31, 2024 |
|
2,580,275 |
|
1.55 |
Granted |
|
448,636 |
|
4.01 |
Vested |
|
(1,184,225) |
|
1.77 |
Forfeited |
|
(2,350) |
|
1.29 |
Balance at December 31, 2025 |
|
1,842,336 |
|
2.00 |
Vested |
|
(17,001) |
|
2.18 |
Balance at September 30, 2026 |
|
1,825,335 |
|
2.00 |
The Company classifies RSUs as equity instruments since the Company has the ability and intent to settle the awards in common shares. The compensation expense is calculated based on the fair value of each RSU as determined by the closing value of GRC Shares at the date of the grant. The Company recognizes compensation expenses over the vesting period of the RSUs.
9.3 Reserves
The following outlines the movements of the Company's common share purchase warrants, share options, RSUs and convertible debentures:
|
|
Reserves |
||||||
|
|
Warrants |
|
Share Based Awards |
|
Convertible Debentures |
|
Total |
|
|
($) |
|
($) |
|
($) |
|
($) |
Balance at December 31, 2024 |
|
9,295 |
|
14,657 |
|
11,732 |
|
35,684 |
Vesting of RSUs |
|
— |
|
(2,092) |
|
— |
|
(2,092) |
Exercise of share options |
|
— |
|
(138) |
|
— |
|
(138) |
Exercise of common share purchase warrants |
|
(478) |
|
— |
|
— |
|
(478) |
Share-based compensation - share options |
|
— |
|
947 |
|
— |
|
947 |
Share-based compensation - RSUs |
|
— |
|
1,807 |
|
— |
|
1,807 |
Convertible debentures - redemption and conversion |
|
— |
|
— |
|
(11,732) |
|
(11,732) |
Balance at December 31, 2025 |
|
8,817 |
|
15,181 |
|
— |
|
23,998 |
Vesting of RSUs |
|
— |
|
(37) |
|
— |
|
(37) |
Exercise of share options |
|
— |
|
(6,372) |
|
— |
|
(6,372) |
Exercise of common share purchase warrants |
|
(113) |
|
— |
|
— |
|
(113) |
Share-based compensation - share options |
|
— |
|
687 |
|
— |
|
687 |
Share-based compensation - RSUs |
|
— |
|
1,329 |
|
— |
|
1,329 |
Balance at September 30, 2026 |
|
8,704 |
|
10,788 |
|
— |
|
19,492 |
Common Share Purchase Warrants
As at September 30, 2026, there were 14,642,527 GRC Warrants outstanding with a weighted average remaining contractual life of 0.67 years. During the three and nine months ended September 30, 2026, 500 GRC Warrants and 2,257,463 GRC Warrants, respectively, were exercised and the weighted average share price at the date of exercise were $3.29 and $5.05, respectively.
Share Options
The Company adopted a long-term incentive plan (the "LTIP") which provides that the Board of Directors may, from time to time, in its discretion, grant awards of restricted share units, performance share units, deferred share units and share options to directors, officers, employees and consultants. The aggregate number of common shares issuable under the LTIP in respect of awards shall not exceed 10% of the common shares issued and outstanding.
During the three and nine months ended September 30, 2026, the Company recognized share-based compensation expense of $120 (2025: $112) and $687 (2025: $553), respectively, related to the share options.
The following outlines the movements of the Company's common share options:
11
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
9. Equity (continued)
9.3 Reserves (continued)
Share Options (continued)
|
|
Number of |
|
Weighted Average |
Balance at December 31, 2024 |
|
9,723,775 |
|
2.89 |
Granted |
|
748,034 |
|
4.01 |
Exercised |
|
(99,534) |
|
1.68 |
Forfeited |
|
(13,517) |
|
2.46 |
Expired |
|
(207,347) |
|
2.40 |
Balance at December 31, 2025 |
|
10,151,411 |
|
2.99 |
Exercised |
|
(1,794,766) |
|
1.32 |
Forfeited |
|
(187,121) |
|
1.32 |
Expired |
|
(2,955,000) |
|
4.97 |
Balance at September 30, 2026 |
|
5,214,524 |
|
2.50 |
The weighted average share price at the date of exercise of options exercised during the three and nine months ended September 30, 2026 was $2.84 (2025: $nil) and $3.28 (2025: $2.26), respectively.
A summary of share options outstanding and exercisable as at September 30, 2026, is as follows:
|
|
Options Outstanding |
|
Options Exercisable |
||||||||
Exercise Price |
|
Number of Options Outstanding |
|
Weighted Average Exercise Price |
|
Weighted Average Remaining Contractual Life |
|
Number of Options exercisable |
|
Weighted Average Exercise Price |
|
Weighted Average Remaining Contractual Life |
1.00 to 1.99 |
|
1,808,518 |
|
1.24 |
|
3.18 |
|
1,808,518 |
|
1.24 |
|
3.18 |
2.00 to 2.99 |
|
2,248,455 |
|
2.59 |
|
1.18 |
|
2,248,455 |
|
2.59 |
|
1.18 |
3.00 to 3.99 |
|
17,514 |
|
3.06 |
|
0.64 |
|
17,514 |
|
3.06 |
|
0.64 |
4.00 to 4.99 |
|
1,140,037 |
|
4.32 |
|
2.86 |
|
766,017 |
|
4.48 |
|
2.19 |
|
|
5,214,524 |
|
2.50 |
|
2.24 |
|
4,840,504 |
|
2.39 |
|
2.09 |
9.4 Income (Loss) Per Share
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Net income (loss) after income taxes for the period |
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
|
|
|
|
|
|
|
|
|
Basic weighted average number of common shares |
|
231,464,083 |
|
170,913,113 |
|
230,564,275 |
|
170,599,707 |
Basic income (loss) per share |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
|
|
|
|
|
|
|
|
|
Effect of dilutive securities |
|
|
|
|
|
|
|
|
RSUs |
|
1,391,624 |
|
— |
|
1,453,662 |
|
— |
Share options |
|
1,852,107 |
|
— |
|
2,574,633 |
|
— |
Warrants |
|
3,713,667 |
|
— |
|
5,336,925 |
|
— |
Diluted weighted average number of common shares |
|
238,421,481 |
|
170,913,113 |
|
239,929,495 |
|
170,599,707 |
Diluted income (loss) per share |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
12
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
10. Revenue
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Borborema |
|
1,878 |
|
942 |
|
4,852 |
|
2,536 |
Borden |
|
445 |
|
188 |
|
1,344 |
|
657 |
Canadian Malartic |
|
195 |
|
30 |
|
298 |
|
153 |
Côté Gold |
|
1,011 |
|
1,061 |
|
3,436 |
|
2,632 |
County Line |
|
159 |
|
— |
|
292 |
|
— |
Cozamin |
|
362 |
|
356 |
|
1,134 |
|
956 |
Pedra Branca |
|
2,491 |
|
— |
|
5,933 |
|
— |
Vareš |
|
2,405 |
|
1,212 |
|
4,415 |
|
2,416 |
Others |
|
1,300 |
|
359 |
|
2,452 |
|
1,759 |
|
|
10,246 |
|
4,148 |
|
24,156 |
|
11,109 |
During the three and nine months ended September 30, 2026, others consist of land agreement proceeds not credited against other mineral interests of $1,087 (2025: $202) and $1,846 (2025: $907), respectively, and advance mineral royalty payment received of $201 (2025: $157) and $572 (2025: $518), respectively. During the nine months ended September 30, 2025, others also reflect the recognition of $326 in revenue in respect of royalties payable for prior periods after Nevada Select Royalty, Inc. received a favorable judgment in a previously announced dispute with the operator of the Jerritt Canyon Mine regarding its per ton royalty interest.
11. General and administrative costs and project evaluations costs
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Corporate administrative costs |
|
508 |
|
426 |
|
2,063 |
|
1,564 |
Employee costs |
|
971 |
|
1,055 |
|
2,865 |
|
2,906 |
Professional fees |
|
401 |
|
226 |
|
1,096 |
|
860 |
|
|
1,880 |
|
1,707 |
|
6,024 |
|
5,330 |
Depreciation |
|
19 |
|
19 |
|
59 |
|
58 |
|
|
1,899 |
|
1,726 |
|
6,083 |
|
5,388 |
During the three and nine months ended September 30, 2026, included in project evaluation costs were professional fees of $5 (2025: $57) and $36 (2025: $75), respectively. During the three and nine months ended September 30, 2025, project evaluation costs also included corporate administrative costs of $6 and $6, respectively.
During the three and nine months ended September 30, 2026, employee costs of $128 (2025: $nil) and $537 (2025: $291), respectively, directly attributable to the acquisitions of royalty, streaming and other mineral interests were capitalized as part of the cost of the respective royalty, streaming and other mineral interests.
12. Finance costs
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Interest expense on bank loan |
|
160 |
|
636 |
|
658 |
|
1,883 |
Interest expense on convertible debentures |
|
— |
|
1,059 |
|
— |
|
3,172 |
Accretion of convertible debentures |
|
— |
|
592 |
|
— |
|
1,666 |
Interest expense on lease liabilities |
|
2 |
|
5 |
|
8 |
|
12 |
|
|
162 |
|
2,292 |
|
666 |
|
6,733 |
13. Financial instruments
The Company's financial instruments consist of cash and cash equivalents, short-term and long-term investments, gold-linked loan, accounts receivable, accounts payable and accrued liabilities, and lease obligations.
13
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
13. Financial instruments (continued)
The Company uses the following hierarchy for determining and disclosing fair value of financial instruments:
|
|
As at September 30, 2026 |
||||||
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
|
($) |
|
($) |
|
($) |
|
($) |
Recurring measurements |
|
|
|
|
|
|
|
|
Financial assets at FVTPL |
|
|
|
|
|
|
|
|
Short-term investments |
|
2,028 |
|
— |
|
— |
|
2,028 |
Gold-linked loan |
|
— |
|
— |
|
10,368 |
|
10,368 |
Financial assets at FVOCI |
|
|
|
|
|
|
|
|
Long-term investments |
|
— |
|
— |
|
2,526 |
|
2,526 |
|
|
2,028 |
|
— |
|
12,894 |
|
14,922 |
|
|
As at December 31, 2025 |
||||||
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
|
($) |
|
($) |
|
($) |
|
($) |
Recurring measurements |
|
|
|
|
|
|
|
|
Financial assets at FVTPL |
|
|
|
|
|
|
|
|
Short-term investments |
|
1,548 |
|
— |
|
— |
|
1,548 |
Gold-linked loan |
|
— |
|
— |
|
10,826 |
|
10,826 |
Financial assets at FVOCI |
|
|
|
|
|
|
|
|
Long-term investments |
|
— |
|
— |
|
2,486 |
|
2,486 |
|
|
1,548 |
|
— |
|
13,312 |
|
14,860 |
There were no transfers between the levels of the fair value hierarchy during the three months ended September 30, 2026.
The Company's short-term investments are initially recorded at fair value and subsequently revalued to their fair market value at each period end based on inputs such as quoted equity prices. The Company's short-term investments are measured at fair value on a recurring basis and classified as Level 1 within the fair value hierarchy.
The fair value of the gold-linked loan is classified as Level 3 and is determined based on a discounted cash flow approach, which includes significant inputs not based on observable market data such as long-term gold price and expected volatility of gold.
The Company's long-term investments are classified as Level 3 and measured based on data such as the price paid by arm's length parties in recent transactions.
The fair value of the Company's other financial instruments, which include cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities approximate their carrying values due to their short term to maturity. Lease obligations are measured at amortized cost. The fair value of the lease obligations approximates their carrying values as their interest rates are comparable to current market rates.
13.1 Financial risk management objectives and policies
The financial risk arising from the Company's operations are credit risk, liquidity risk, currency risk, equity price risk and interest rate risk. These risks arise from the normal course of operations and all transactions undertaken are to support the Company's ability to continue as a going concern. The risks associated with financial instruments and the policies on how the Company mitigates these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner.
14
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
13. Financial instruments (continued)
13.2 Credit risk
Credit risk is the risk of an unexpected loss if a customer or third-party to a financial instrument fails to meet its contractual obligations. Credit risk for the Company is primarily associated with the Company's bank balances, accounts receivable and gold-linked loan. The Company's bank balances are primarily held with a Schedule I chartered bank in Canada and its US affiliates. The Company's maximum exposure to credit risk is equivalent to the carrying value of its cash and cash equivalents in excess of the amount of government deposit insurance coverage for each financial institution, and the carrying amount of its accounts receivable and gold-linked loan. In order to mitigate its exposure to credit risk, the Company closely monitors its financial assets.
13.3 Liquidity risk
Liquidity risk is the risk that the Company will not be able to settle or manage its obligations associated with financial liabilities. To manage liquidity risk, the Company closely monitors its liquidity position and ensures it has adequate sources of funding to finance its projects and operations. The Company's working capital (current assets less current liabilities) as at September 30, 2026, was $27,801 compared to $17,928 as at December 31, 2025. The Company's accounts payable and accrued liabilities are expected to be realized or settled, respectively, within a one-year period.
The Company's future profitability will be dependent on the royalty and streaming income to be received from mine operators. Royalties and streams are based on a percentage of the minerals or the products produced, or revenue or profits generated from the property which is typically dependent on the prices of the minerals the property operators are able to realize. Mineral prices are affected by numerous factors such as interest rates, exchange rates, inflation or deflation and global and regional supply and demand. In managing liquidity risk, the Company takes into account the anticipated cash flows from operating activities and its holding of cash and short-term investments. The Company believes it has the adequate liquidity to meet its obligations and to finance its planned activities.
|
|
Payments Due by Period |
||||||||
|
|
Total |
|
Less than 1 year |
|
1 – 3 years |
|
4 – 5 years |
|
After 5 years |
|
|
($) |
|
($) |
|
($) |
|
($) |
|
($) |
Lease obligations |
|
128 |
|
89 |
|
39 |
|
— |
|
— |
13.4 Currency risk
The Company is exposed to foreign exchange risk when the Company undertakes transactions and holds assets and liabilities in currencies other than its functional currency. The Company currently does not engage in foreign exchange currency hedging. The currency risk on the Company's cash and cash equivalents, short-term investments, other receivables, accounts payable and accrued liabilities and lease obligations are minimal.
13.5 Equity price risk
The Company is exposed to equity price risk associated with its investments in other mining companies. The Company's short-term investments consisting of common shares are exposed to equity price risk due to the potentially volatile and speculative nature of the businesses in which the investments are held. Based on the Company's short-term investments held as at September 30, 2026, a 10% change in the market price of these investments would have an impact of approximately $148 on net income for the nine months ended September 30, 2026. The Company does not consider its exposure to equity price risk to be significant.
13.6 Interest rate risk
The Company's exposure to interest rate risk arises from the impact of interest rates on its cash and secured revolving credit facility, which bear interest at fixed or variable rates. The interest rate risks on the Company's cash balances are minimal. The Company's secured revolving credit facility bears an interest rate based on SOFR plus applicable an margin ranging from 2.25% to 3.25% based on the Company's leverage ratio, and an increase (decrease) of 10 basis points in the applicable rate of interest would not have a significant impact on net income for the nine months ended September 30, 2026. The Company's lease liability is determined using the interest rate implicit in the lease and an increase (decrease) of 10 basis points would not have a significant impact on the net income for the nine months ended September 30, 2026.
14. Related party transactions
14.1 Related Party Transactions
Related party transactions are based on the amounts agreed to by the parties. During the three and nine months ended September 30, 2026, the Company did not enter into any contracts or undertake any commitment with any related parties other than as described herein.
15
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
14. Related party transactions (continued)
14.2 Transactions with Key Management Personnel
Key management personnel are individuals responsible for planning, directing and controlling the activities of an entity. Total management compensation and directors' fees incurred for services provided by key management personnel of the Company for the three and nine months ended September 30, 2026 are as follows:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Management compensation |
|
1,153 |
|
505 |
|
1,830 |
|
1,299 |
Directors' fees |
|
56 |
|
50 |
|
169 |
|
148 |
Share-based compensation |
|
440 |
|
419 |
|
1,469 |
|
1,406 |
|
|
1,649 |
|
974 |
|
3,468 |
|
2,853 |
Management compensation consists of management salaries and pro-rated accrual of annual incentive payments. During the three and nine months ended September 30, 2026, management compensation of $92 (2025: $nil) and $371 (2025: $199), respectively, directly attributable to the acquisitions of royalty, streaming and other mineral interests were capitalized as part of the cost of the respective royalty, streaming and other mineral interests.
No material amounts were owing to related parties as at September 30, 2026, and December 31, 2025.
15. Operating segments
The Company conducts its business as a single operating segment, being the investment in royalty and mineral streaming interests.
Revenue by geographical region
Revenue by geographical region, including revenues derived from the royalties, streaming and other mineral interests, are determined by the location of the mining operations giving rise to the royalties, streaming and other mineral interests. For the three and nine months ended September 30, 2026 and 2025, revenue was earned from the following jurisdictions:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Revenue by geographical region: |
|
|
|
|
|
|
|
|
Bosnia and Herzegovina |
|
2,405 |
|
1,212 |
|
4,415 |
|
2,416 |
Brazil |
|
4,369 |
|
1,280 |
|
10,785 |
|
3,443 |
Canada |
|
1,651 |
|
358 |
|
5,078 |
|
1,758 |
Mexico |
|
362 |
|
942 |
|
1,134 |
|
2,536 |
USA |
|
1,459 |
|
356 |
|
2,744 |
|
956 |
|
|
10,246 |
|
4,148 |
|
24,156 |
|
11,109 |
Non-current assets by geographical region
Except for the streaming interest located in Bosnia and Herzegovina and royalties on gold projects located in the USA, Brazil, Mexico, Colombia, Peru and Turkey, substantially all of the Company's assets and liabilities are held in Canada. The following table summarizes the Company's non-current assets by geographical region, as at September 30, 2026 and December 31, 2025. Geographical region of royalties, streaming and other mineral interests are determined by the location of the properties related to the royalties, streaming and other mineral interests.
16
Gold Royalty Corp.
Notes to Condensed Interim Consolidated Financial Statements
(Unaudited, expressed in thousands of United States dollars unless otherwise stated)
15. Operating segments (continued)
Non-current assets by geographical region (continued)
|
|
As at |
|
As at |
|
|
September 30, 2026 |
|
December 31, 2025 |
|
|
($) |
|
($) |
Non-current assets by geographical region as of: |
|
|
|
|
Bosnia and Herzegovina |
|
47,425 |
|
48,944 |
Brazil |
|
122,357 |
|
102,728 |
Canada |
|
439,358 |
|
439,715 |
Colombia |
|
4,527 |
|
4,527 |
Mexico |
|
4,638 |
|
5,142 |
Peru |
|
782 |
|
782 |
Turkey |
|
949 |
|
949 |
USA |
|
204,725 |
|
197,423 |
|
|
824,761 |
|
800,210 |
17
Exhibit 99.2

MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026
November 4, 2026
General
This management's discussion and analysis ("MD&A") of the financial condition and results of operations of Gold Royalty Corp. should be read in conjunction with our unaudited condensed interim consolidated financial statements and the notes thereto for the three and nine months ended September 30, 2026 and our Annual Report on Form 20-F (the "Annual Report") for the year ended December 31, 2025, copies of which are available under our profiles at SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov.
Unless otherwise stated, all information contained in this MD&A is as of November 4, 2026. Unless otherwise stated, references herein to "$" or "dollars" are to United States dollars and references to "C$" are to Canadian dollars. References in this MD&A to the "Company", "Gold Royalty", "we", "us" and "our" mean Gold Royalty Corp., together with its subsidiaries unless the context otherwise requires.
Our unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2026, have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS Accounting Standards") applicable to the presentation of interim financial statements including International Accounting Standard 34, Interim Financial Reporting.
Technical and Third-Party Information
Disclosures relating to properties in which we hold royalty, streaming or other similar interests are based on information publicly disclosed by the owners or operators of such properties. For further information regarding the project updates regarding properties underlying our interests, please refer to the disclosures of the operators thereof, including the news releases referenced herein.
As a holder of royalties and similar non-operating interests, we have limited, if any, access to properties included in our asset portfolio. Additionally, we may from time to time receive operating information from the owners and operators of the properties, which we are not permitted to disclose to the public. We are dependent on the operators of the properties and their qualified persons to provide information to us or on publicly available information to prepare disclosure pertaining to properties and operations on the properties on which we hold interests and generally will have limited or no ability to independently verify such information. Although we do not currently have any knowledge that such information may not be accurate, there can be no assurance that such third-party information is complete or accurate.
Unless otherwise indicated, the technical and scientific disclosure contained herein, including any references to mineral resources or mineral reserves, was prepared by the project operators in accordance with Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Properties ("NI 43-101"), which differs significantly from the requirements of the U.S. Securities and Exchange Commission ("SEC") applicable to domestic issuers. Accordingly, the scientific and technical information contained or referenced in this MD&A may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements of the SEC.
The scientific and technical information contained in this MD&A relating to our royalty, streaming and other similar interests has been reviewed and approved by Alastair Still, P.Geo., who is our Director of Technical Services and a qualified person as such term is defined under NI 43-101.
All websites referred to herein are inactive textual references only, meaning that the information contained on such websites is not incorporated by reference herein and you should not consider information contained on such websites as part of this document unless expressly specified herein.
Business Overview
Gold Royalty is a precious metals focused royalty and streaming company offering creative financing solutions to the metals and mining industry. Our diversified portfolio includes 264 royalty and streaming interests across properties of various stages, of which ten are currently on cash flowing assets.
Our head office and principal address is located at 1830 – 1188 West Georgia Street Vancouver, BC, V6E 4A2, Canada. Our common shares (the "GRC Shares") and common share purchase warrants are listed on the NYSE American under the symbols "GROY" and "GROY.WS", respectively.
Business Strategy
Since inception, our stated strategy has been to acquire royalties, streaming and similar interests at varying stages of the mine life cycle to build a balanced portfolio offering near, medium and longer-term returns for our investors.
In carrying out our long-term growth strategy, we seek and continually review opportunities to expand our portfolio through the acquisition of existing or newly created royalties, streaming or similar interests and through accretive acquisitions of companies that hold such assets. In acquiring newly created interests, we act as a source of financing to mining companies for the development and exploration of projects.
Our "royalty generator model" is focused on mineral properties held by us and our subsidiaries and additional properties we may acquire from time to time, with the aim of subsequently optioning or selling them to third-party mining companies in transactions where we would retain a royalty, carried interest or other similar interest. We believe the royalty generator model provides increased volume of potential royalty opportunities, targeting opportunities with potential exploration upside.
We generally do not conduct development or mining operations on the properties in which we hold interests, and we are not required to contribute capital costs for these properties. We may, from time to time, conduct non-material exploration related activities to advance our
1
royalty generator model.
Financial and Operating Highlights
The following table sets forth selected financial and operating information for the three and nine months ended September 30, 2026 and 2025:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
(in thousands of dollars, except per share and GEOs amounts) |
|
($) |
|
($) |
|
($) |
|
($) |
Revenue |
|
10,246 |
|
4,148 |
|
24,156 |
|
11,109 |
Net income (loss) |
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
Net income (loss) per share, basic |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
Net income (loss) per share, diluted |
|
0.02 |
|
(0.01) |
|
0.03 |
|
(0.02) |
Cash provided by operating activities |
|
7,499 |
|
2,438 |
|
15,696 |
|
5,994 |
Non-IFRS |
|
|
|
|
|
|
|
|
Total Revenue, Land Agreement Proceeds and Interest(1) |
|
11,473 |
|
4,573 |
|
28,768 |
|
12,562 |
Adjusted EBITDA(1) |
|
8,957 |
|
2,517 |
|
21,555 |
|
6,553 |
Adjusted Net Income (Loss)(1) |
|
3,891 |
|
(415) |
|
8,954 |
|
(1,727) |
Adjusted Net Income (Loss) Per Share, basic(1) |
|
0.02 |
|
(0.00) |
|
0.04 |
|
(0.01) |
Adjusted Net Income (Loss) Per Share, diluted(1) |
|
0.02 |
|
(0.00) |
|
0.04 |
|
(0.01) |
Gold Equivalent Ounces ("GEOs")(1) |
|
2,689 |
|
1,323 |
|
6,366 |
|
3,918 |
__________
Note:
Selected highlights for the third quarter of 2026 include:
Total Revenue, Land Agreement Proceeds and Interest and Adjusted EBITDA are each non-IFRS measures and do not have a standardized meaning under IFRS Accounting Standards. See "Non-IFRS Measures" for further information.
Recent Developments
The following is a summary of selected recent developments regarding our business.
Acquisition of Additional Nevada Royalties
On July 13, 2026, we acquired two net smelter return ("NSR") royalties in Nevada from a private seller for total consideration of $0.8 million.
The acquired royalties consist of: (i) a 2.0% NSR royalty on the Sterling property, which is operated by AngloGold Ashanti Limited and is located south of its Arthur project. Sterling hosts a near-surface, high-grade, past-producing open-pit operation; and (ii) a 0.5% NSR royalty over portions of Granite Creek, operated by i-80 Gold Corp. ("i-80"). The Granite Creek royalty covers portions of the Felix and Blue Bell pits at Granite Creek and includes associated advance minimum royalty payments of $0.03 million per year.
Selected Asset Updates
The following is a summary of selected recent developments announced by the operators of the properties underlying certain of our royalties and other interests. Please refer to the Annual Report for additional information regarding our interests.
2
Canadian Malartic Property
We hold four royalties on portions of the Canadian Malartic Complex, including a 3.0% NSR royalty on portions of the Canadian Malartic and Odyssey mines in Québec, Canada. This royalty currently applies to a portion of the open pit area (the eastern end of the Barnat Extension). The royalty also applies to portions of the Odyssey, Internal Zones, East Malartic, Sladen and Sheehan zones, and all of the Jeffrey zone within the Canadian Malartic Complex. The Canadian Malartic Complex is owned and operated by Agnico Eagle Mines Limited ("Agnico Eagle"). We also hold royalties on the wider Canadian Malartic Property, including 2.0% NSR royalties on the Charlie Zone and the eastern portion of the Gouldie zone, a 1.5% NSR royalty on the Midway Project (1.0% NSR can be bought back for $1.0 million) and a 15% net profits interest ("NPI") royalty on the Radium Property.
In a news release dated October 28, 2026, Agnico Eagle reported the first phase of shaft sinking had been completed in July 2026 reaching a depth of 1,586 meters with the preparation for headframe changeover to the production hoist continuing during the quarter. Agnico Eagle also stated that the second phase of shaft sinking is expected to commence in 2029 and be completed in 2031 extending the shaft to the final planned depth of 1,870 meters. Agnico Eagle disclosed that it is continuing to evaluate the potential of a second shaft at Odyssey, with current work focused on mine design, planning and geotechnical analysis to determine the optimal mining rate at the East Gouldie deposit, with Agnico Eagle expecting to submit a decree modification application in the first quarter of 2027, with the permitting process expected to take approximately 18 months.
In the same news release, Agnico Eagle disclosed that exploration drilling targeting multiple areas of the Odyssey mine returned positive results in the deeper areas of the East Gouldie deposit, in the subparallel Eclipse zone and in the Odyssey and East Malartic deposits.
For further information see Agnico Eagle's news release dated October 28, 2026, available under its profile on www.sedarplus.ca.
Borborema Mine
We hold a 2.75% NSR royalty over the Borborema Gold Mine ("Borborema") in Rio Grande do Norte, Brazil, which is owned and operated by a subsidiary of Aura Minerals Inc. ("Aura"). The royalty decreases by 1.5% NSR after 725,000 ounces of gold production, 0.25% NSR after 1,500,000 ounces of gold production, and 0.50% NSR after 2,000,000 ounces of gold production. Our royalty is subject to a buyback right of the operator, whereby a 0.5% NSR may be repurchased for $2.5 million after the earlier of 2,250,000 ounces of production or 2050.
In a news release dated October 2, 2026, Aura announced the transition from third-party contractor to in-house fleet operation and maintenance at several assets including Borborema, with the transition targeted for January 2027.
In a news release dated October 9, 2026, Aura reported preliminary Borborema production of 22,842 gold equivalent ounces in the third quarter, a quarterly record and a 60% increase from the second quarter. Aura attributed the increase to higher grades, reflecting access to higher-grade areas consistent with the mine plan, which rose from 1.16 g/t to 1.65 g/t, and a 14% increase in plant feed supported by improved filtering performance. Aura additionally disclosed that production for the first nine months of 2026 totaled 54,194 gold equivalent ounces, and that further filter debottlenecking was expected to support higher throughput in the fourth quarter.
For further information see Aura's news releases dated October 2, 2026, and October 9, 2026, available under its profile on www.sedarplus.ca.
Borden Mine
We hold a 0.5% NSR royalty on the southeastern portion of the underground Borden Gold Mine ("Borden"), located in Ontario, Canada, owned and operated by Discovery Mining Ltd. ("Discovery").
In a news release dated August 10, 2026, Discovery reported that underground drilling continued to support resource conversion and expansion in Borden’s Main and East Lower zones with surface drilling extending the Main Zone mineralization by more than half a kilometer down plunge to the northeast beyond the existing inferred resource. Discovery also stated that further drilling to the northeast was planned to investigate additional extensions.
For further information see Discovery's news release dated August 10, 2026, available under its profile on www.sedarplus.ca.
Côté Gold Mine
We hold a 0.75% NSR royalty over the southern portion of the Côté Gold Mine ("Côté Gold") in Ontario, Canada, which is majority owned and operated by IAMGOLD Corporation ("IAMGOLD").
In a news release dated August 6, 2026, IAMGOLD reported second-quarter Côté Gold production of 96,200 ounces on a 100% basis, or 67,300 ounces attributable to IAMGOLD. IAMGOLD stated that an updated mine plan and mineral reserve estimate were expected to be completed in the fourth quarter of 2026. IAMGOLD also stated that it expects to incorporate the consolidated Côté and Gosselin resources and assess targeted plant improvements supporting processing rates of approximately 40,000 tonnes per day.
For further information see IAMGOLD's news release dated August 6, 2026, available under its profile on www.sedarplus.ca.
3
Cozamin Mine
We hold a 1.0% NSR royalty on the southeastern portion of the Cozamin copper-silver mine ("Cozamin"), located in Zacatecas, Mexico, owned and operated by Capstone Copper Corp. ("Capstone").
In a news release dated September 21, 2026, Capstone announced the sale of Cozamin to Luca Mining Corp. for up to $385 million in total consideration. Capstone stated that the transaction is expected to close in the fourth quarter of 2026, subject to the completion of customary conditions and regulatory approvals, including stock exchange and Mexican National Antitrust Commission approval.
In a news release dated October 29, 2026, Capstone reported that Cozamin copper production for the third quarter of 2026 was 6,044 tonnes, 2% lower than in the third quarter of 2025, primarily due to lower feed grades in line with the mine sequence. Capstone stated that Cozamin is trending towards the mid-point of production guidance for the year and below the lower end of costs as a result of strong by-product silver prices.
For further information see Capstone's news releases dated September 21, 2026, and October 29, 2026, available under its profile on www.sedarplus.ca.
Granite Creek Mine
We hold a 10.0% NPI royalty over the Granite Creek Mine ("Granite Creek") in Humboldt County, Nevada, USA, owned and operated by i-80. The royalty is subject to a production hurdle of 120,000 oz of gold. We acquired an additional 0.5% NSR royalty over portions of Granite Creek in July 2026.
In a news release dated September 21, 2026, i-80 announced the results of a NI 43-101 feasibility study and initial mineral reserves for Granite Creek Underground. i-80 stated that production is currently ramping up in the Granite Creek Underground and is expected to produce between 30,000 to 40,000 ounces of gold in 2026.
In a news release dated October 14, 2026, i-80 reiterated its near-term focus on ramping up Granite Creek Underground and refurbishing Lone Tree. i-80 also announced the revision of the sequencing of its longer-term projects, placing construction of the Granite Creek open pit after Mineral Point enters production.
In a news release dated November 2, 2026, i-80 stated that increased competition for skilled underground labor in the region led to a high volume of contractor workforce turnover at Granite Creek Underground, resulting in reduced material movement and delayed access to high-grade headings, but that the contractor workforce has since been restored to previous staffing levels to support planned mining rates. i-80 also stated that approximately 62,000 meters had been drilled year to date across its properties, and that results beyond existing resource boundaries continued to highlight the expansion potential of Granite Creek, among other projects. i-80 also provided an update on the study timelines for the Granite Creek open pit, anticipating a technical site investigation program to commence in the first quarter of 2027 with subsequent engineering trade-off optimization studies, followed by completion of a pre-feasibility study technical report expected in the second half of 2028.
For further information see i-80's news releases dated September 21, 2026, October 14, 2026, and November 2, 2026, available under its profile on www.sedarplus.ca.
Jerritt Canyon Project
We hold a 0.5% NSR royalty over the Jerritt Canyon Project ("Jerritt Canyon") in Elko County, Nevada, USA, owned and operated by First Majestic Silver Corp. ("First Majestic").
In its third quarter report released on October 8, 2026, First Majestic stated that Jerritt Canyon remained on track to resume production in the second half of 2027. Underground rehabilitation totaled 5,965 metres year-to-date, and development of certain stope access drives commenced during the third quarter. First Majestic stated that approximately 16,284 metres of drilling were completed during the quarter to support near-term mining targets and improve geological confidence. First Majestic also reported progress on plant engineering and restart mine planning, including selection of a vertical roller mill expected to begin arriving on site in the first half of 2027.
For further information, see First Majestic's third quarter report released October 8, 2026, available under its profile on www.sedarplus.ca.
REN Project
We hold an indirect 1.6875% NSR royalty interest and a 3.5% NPI over the REN project in Nevada, USA, operated by Barrick Mining Corporation ("Barrick") through Nevada Gold Mines.
In a news release dated August 10, 2026, Barrick reported continued development of REN, including 605 metres of development at the West Barrel declines and advancement of the ventilation shaft to 100 metres below collar. Fan commissioning and the associated ventilation benefits were expected in the second quarter of 2027. Barrick stated that it continues to anticipate average annual gold production of approximately 140,000 contained ounces on a 100% basis once REN reaches full production in 2027.
For further information see Barrick's news release dated August 10, 2026, available under its profile on www.sedarplus.ca.
4
South Railroad Project
We hold a 0.44% NSR royalty over a portion of the South Railroad project ("South Railroad") in Nevada, USA, which is now owned and operated by Equinox Gold Corp. ("Equinox") following its business combination with Orla Mining Ltd. ("Orla").
In a news release dated August 17, 2026, Equinox announced receipt of a positive Record of Decision from the United States Bureau of Land Management, completing the federal environmental permitting process. Equinox stated that early works, earthworks and major civil construction had commenced and that applications for key state permits and water rights had been submitted. Equinox also stated that detailed engineering was 55.2% complete, that mining equipment was expected to begin arriving at year-end and that initial mining activities were scheduled for spring 2027.
In a news release dated October 13, 2026, Equinox reiterated that early works construction had commenced following the federal approval and that first gold production was planned for 2028.
For further information see Equinox's news releases dated August 17, 2026, and October 13, 2026, available under its profile on www.sedarplus.ca.
Tonopah West Project
We hold a 3.0% NSR royalty over the Tonopah West project ("Tonopah West") in Nevada, USA, owned and operated by Blackrock Silver Corp. ("Blackrock Silver").
In a news release dated September 23, 2026, Blackrock Silver reported that drilling extended mineralization an additional 600 metres to the northwest along the projection of the Denver vein system, with the eastern expansion program also encountering mineralization beyond the March 2026 resource footprint. Blackrock Silver stated that over 18,100 metres of drilling had been completed across the programs, with assays from 12 holes pending and drilling ongoing.
For further information see Blackrock Silver's news release dated September 23, 2026, available under its profile on www.sedarplus.ca.
Vareš Mine
We hold a copper stream (the "Vareš Stream") on the Vareš Silver Mine, located in Bosnia and Herzegovina, operated by DPM Metals Inc. ("DPM"). The Vareš Stream applies to 100% of copper production from the Rupice mine area with ongoing payments equal to 30% of the spot copper price, with effective payable copper fixed at 24.5%.
In a news release dated October 1, 2026, DPM disclosed that the Constitutional Court of Bosnia and Herzegovina published its full decision on a constitutional dispute concerning the authority of government bodies, including the authority to grant the Vareš concession agreement and land annexes. The court has set a period of six months to review the challenged acts and take the necessary steps to bring the matter into conformity, and set aside those acts that are found to not comply with the Law on the Temporary Prohibition of Disposal of State Property. DPM has stated that operations at Vareš continue as normal, with ramp-up to full production remaining on track for year-end 2026 and no expected impact on production guidance.
In a news release dated October 8, 2026, DPM reported that commercial production at Vareš was achieved on August 10, 2026. DPM also announced preliminary third-quarter results, which included approximately 143,000 tonnes processed and 45,000 gold equivalent ounces produced, including approximately 2 million pounds of copper contained in concentrate. DPM stated that ramp-up remained on plan to reach an annualized processing rate of 850,000 tonnes by year-end and that Vareš was expected to exceed the upper end of its 2026 gold equivalent production guidance.
For further information see DPM's news releases dated October 1, 2026, and October 8, 2026, available under its profile on www.sedarplus.ca.
Royalty Generator Model Update
Our royalty generator model continues to generate positive results. We have generated 60 royalties through this model since the acquisition of Ely Gold Royalties Inc. in 2021.
We currently have 39 properties subject to land agreements and 6 properties under lease generating land agreement proceeds. The model continues to incur low operating costs, with only $0.1 million spent on maintaining the mineral interests in the nine months ended September 30, 2026.
Market Overview
Our royalties are predominantly gold-based and the Vareš Stream is predominantly copper-based. Accordingly, the market price for gold and copper will have an impact on our revenues and results of operations. The following table summarizes the average gold and copper price for the periods indicated.
5
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
|
|
($) |
|
($) |
|
($) |
|
($) |
Average Gold Price ($/oz)(1) |
|
4,266 |
|
3,456 |
|
4,552 |
|
3,200 |
Average Copper Price ($/tonne)(2) |
|
14,117 |
|
9,791 |
|
13,420 |
|
9,552 |
__________
Notes:
The market prices for gold and copper are subject to volatile price movements over short periods of time and can be impacted by numerous macroeconomic factors, including but not limited to, the value of the United States dollar, transactions by central banks and financial institutions, interest rates, inflation or deflation, demand and geopolitical and other economic conditions.
During the three and nine months ended September 30, 2026, LBMA PM fix gold price ranged from $3,994 to $4,664 and $3,994 to $5,405 per ounce, respectively. The average price for these periods was $4,266 and $4,552 per ounce, respectively, representing a 23% and a 42% increase from the same period of 2025, respectively. As at November 3, 2026, the gold price was $3,937 per ounce.
During the three and nine months ended September 30, 2026, LME Grade A copper price ranged from $13,090 to $14,850 and $11,826 to $14,850 per tonne, respectively. The average price for these periods was $14,117 and $13,420 per tonne, respectively, representing a 44% and a 40% increase from the same period of 2025, respectively. The price of copper increased during the third quarter, largely due to consistently rising global demand which global supply sources have not been able to address. As at November 3, 2026, the copper price was $14,111 per tonne.
Discussion of Operations
Three months ended September 30, 2026, compared to three months ended September 30, 2025
Revenue for the third quarter of 2026 was $10.2 million, compared to $4.1 million in the same period of 2025. The increase primarily resulted from increased payments received under the Borborema and Borden royalties and the Vareš Stream due to higher commodity prices and, in some cases, higher production at the underlying mines, the addition of income generated from the Pedra Branca royalty interest acquired in December 2025 and an increase in land agreement proceeds received. The reported revenue does not include land agreement proceeds to the extent that they are credited against other mineral interests in our statement of financial position, interest received under our gold-linked loan and royalty revenue earned through Borborema Royalty Limited Partnership ("Borborema LP") joint venture.
The following provides a breakdown of our Total Revenue, Land Agreement Proceeds and Interest by assets for the periods indicated:
|
|
For the three months ended |
||
|
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
Borborema |
|
3,054 |
|
1,357 |
Borden |
|
445 |
|
188 |
Canadian Malartic |
|
195 |
|
30 |
Côté |
|
1,011 |
|
1,061 |
County Line |
|
159 |
|
— |
Cozamin |
|
362 |
|
356 |
Pedra Branca |
|
2,491 |
|
— |
Vareš |
|
2,405 |
|
1,212 |
Others |
|
1,351 |
|
369 |
|
|
11,473 |
|
4,573 |
See "Non-IFRS Measures".
"Others" in the table above consist of land agreement proceeds and advance mineral royalty payments received. During the three months ended September 30, 2026, amounts attributed to Borborema in the table above consist of production royalty payments, interest received on our gold-linked loan and royalty revenue earned through Borborema LP joint venture, whereas in the same period of 2025, amounts attributed to Borborema in the table above consist of pre-production royalty payments and interest received on our gold-linked loan.
During the three months ended September 30, 2026, we had land agreement proceeds of $1.1 million of which $0.1 million were credited against other mineral interests, compared to $0.2 million of which $0.01 million were credited against other mineral interests in the same period of 2025. The significant increase is primarily attributed to additional land agreement proceeds generated under new land agreements entered into under our royalty generator model.
In the third quarter of 2026, interest received under our gold-linked loan was $0.5 million, compared to $0.4 million in the same period of 2025.
6
During the three months ended September 30, 2026, copper streaming expenses related to our Vareš Stream were $0.7 million, compared to $0.4 million in the same period of 2025. These related to ongoing payments required to be made by us equal to 30% of the LME spot copper price and were included in cost of sales.
During the three months ended September 30, 2026, we recognized a depletion expense of $2.5 million, compared to $0.9 million in the same period of 2025. The increase was due to the increase in royalty and streaming revenue.
In the third quarter of 2026, general and administrative costs increased to $1.9 million from $1.7 million.
The following provides a breakdown of general and administrative costs for the periods indicated:
|
|
For the three months ended |
||
|
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
Corporate administrative costs |
|
508 |
|
426 |
Employee costs |
|
971 |
|
1,055 |
Professional fees |
|
401 |
|
226 |
|
|
1,880 |
|
1,707 |
Depreciation |
|
19 |
|
19 |
|
|
1,899 |
|
1,726 |
During the three months ended September 30, 2026, corporate administrative costs were $0.5 million, compared to $0.4 million in the same period of 2025. Employee costs were $1.0 million, compared to $1.1 million in the same period of 2025. Professional fees were $0.4 million, compared to $0.2 million in the same period of 2025.
During each of the three months ended September 30, 2026 and 2025, we recognized non-cash share-based compensation expenses of $0.6 million. Share-based compensation expenses related to the vesting of share options and restricted share units granted to management, directors, employees and consultants.
During the three months ended September 30, 2026, we recognized a fair value gain on short-term investments of $0.5 million, compared to $0.2 million in the same period of 2025. Short-term investments are measured at fair value with reference to closing foreign exchange rates and the quoted share price in the market.
During the three months ended September 30, 2026, we recognized a fair value loss on our gold-linked loan of $0.1 million, compared to a gain of $0.3 million in the same period of 2025, primarily due to the significant increase in risk-free interest rate during the third quarter of 2026. The loan is measured at fair value with a risk-free interest rate, calibrated credit spread, estimated long-term gold price and expected volatility of gold prices.
We incurred nominal finance costs of $0.2 million in the third quarter of 2026, compared to $2.3 million in the same period of 2025. These included interest expense and administration fees in relation to our revolving credit facility ("Credit Facility"). The significant decrease is primarily attributed to the redemption and conversion of our previously outstanding convertible debentures and repayment of the principal balance under our Credit Facility in the fourth quarter of 2025, and no amounts being drawn under the Credit Facility during the third quarter of 2026. In the third quarter of 2025, finance costs also included cash and non-cash interest expense and accretion on our then outstanding convertible debentures.
We incurred a current tax expense of $0.02 million in the third quarter of 2026, compared to $nil in the same period of 2025. In the three months ended September 30, 2026, we recognized a deferred tax expense of $1.6 million, compared to a recovery of $0.2 million in the same period of 2025. The change was primarily due to the utilization of deferred tax assets (i.e. non-capital losses) against taxable profits.
We had net income of $3.8 million or $0.02 per share on a basic and diluted basis, in the third quarter of 2026, compared to a net loss of $1.1 million, or $0.01 per share on a basic and diluted basis, in the same period of 2025. During the three months ended September 30, 2026, we had Adjusted Net Income of $3.9 million or $0.02 per share, compared to an Adjusted Net Loss of $0.4 million or $0.00 per share, for the same period in 2025. The change was primarily the result of increased revenues from royalty and streaming interests.
Nine months ended September 30, 2026, compared to nine months ended September 30, 2025
Revenue for the nine months ended September 30, 2026 was $24.2 million, compared to $11.1 million in the same period of 2025. The increase primarily resulted from increased payments received under the Borborema, Borden and Côté Gold royalties and the Vareš Stream due to higher commodity prices and, in some cases, higher production at the underlying mines, the addition of income generated from the Pedra Branca royalty interest acquired in December 2025, and an increase in land agreement proceeds received. The reported revenue does not include land agreement proceeds to the extent that they are credited against other mineral interests in our statement of financial position, interest received under our gold-linked loan, royalty revenue earned through the Borborema LP joint venture, or the portion of Pedra Branca royalty payments relating to sales of residual ore produced in the last quarter of 2025, which was due to the former holder of the royalty.
The following provides a breakdown of our Total Revenue, Land Agreement Proceeds and Interest by assets for the periods indicated:
7
|
|
For the nine months ended |
||
|
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
Borborema |
|
8,109 |
|
3,652 |
Borden |
|
1,344 |
|
657 |
Canadian Malartic |
|
298 |
|
153 |
Côté |
|
3,436 |
|
2,632 |
County Line |
|
292 |
|
— |
Cozamin |
|
1,134 |
|
956 |
Pedra Branca |
|
7,217 |
|
— |
Vareš |
|
4,415 |
|
2,416 |
Others |
|
2,523 |
|
2,096 |
|
|
28,768 |
|
12,562 |
See "Non-IFRS Measures".
"Others" in the table above consist of land agreement proceeds and advance mineral royalty payments received. During the nine months ended September 30, 2026, amounts attributed to Borborema in the table above consist of production royalty payments, interest received on our gold-linked loan and royalty revenue earned through Borborema LP joint venture, whereas in the same period of 2025, amounts attributed to Borborema in the table above consist of pre-production royalty payments and interest received on our gold-linked loan. Amounts attributed to Pedra Branca in the table above includes royalty payments received that relates to the sales of residual ore produced in the last quarter of 2025 in the Pedra Branca mine, and was due to the former holder of the royalty.
During the nine months ended September 30, 2026, we had land agreement proceeds of $1.9 million of which $0.1 million were credited against other mineral interests, compared to $1.2 million of which $0.3 million were credited against other mineral interests in the same period of 2025.
During the nine months ended September 30, 2026, interest received under our gold-linked loan was $1.4 million, compared to $1.1 million in the same period of 2025.
During the nine months ended September 30, 2026, copper streaming expenses related to our Vareš Stream were $1.3 million, compared to $0.7 million in the same period of 2025. These related to ongoing payments required to be made by us equal to 30% of the LME spot copper price and were included in cost of sales.
During the nine months ended September 30, 2026, we recognized a depletion expense of $5.7 million, compared to $1.4 million in the same period of 2025. The increase was due to the increase in royalty and streaming revenue.
During the nine months ended September 30, 2026, general and administrative costs increased to $6.1 million from $5.4 million.
The following provides a breakdown of general and administrative costs for the periods indicated:
|
|
For the nine months ended |
||
|
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
Corporate administrative costs |
|
2,063 |
|
1,564 |
Employee costs |
|
2,865 |
|
2,906 |
Professional fees |
|
1,096 |
|
860 |
|
|
6,024 |
|
5,330 |
Depreciation |
|
59 |
|
58 |
|
|
6,083 |
|
5,388 |
During the nine months ended September 30, 2026, corporate administrative costs were $2.1 million, compared to $1.6 million in the same period of 2025. The increase stemmed from higher investor communications activity and one-time regulatory filings. Employee costs were $2.9 million during each of the nine months ended September 30, 2026 and 2025. Professional fees were $1.1 million, compared to $0.9 million in the same period of 2025.
During the nine months ended September 30, 2026, we recognized non-cash share-based compensation expenses of $2.0 million, compared to $1.9 million in the same period of 2025. Share-based compensation expenses related to the vesting of share options and restricted share units granted to management, directors, employees and consultants.
During the nine months ended September 30, 2026, we recognized a fair value gain on short-term investments of $0.6 million, compared to $0.2 million in the same period of 2025. Short-term investments are measured at fair value with reference to closing foreign exchange rates and the quoted share price in the market.
8
During each of the nine months ended September 30, 2026 and 2025, we recognized a fair value gain on our gold-linked loan of $1.0 million. The loan is measured at fair value with a risk-free interest rate, calibrated credit spread, estimated long-term gold price and expected volatility of gold prices.
We incurred finance costs of $0.7 million during the nine months ended September 30, 2026, compared to $6.7 million in the same period of 2025. These included interest expense and administration fees in relation to our Credit Facility. The decrease is primarily attributed to the redemption and conversion of our previously outstanding convertible debentures and repayment of the principal balance under our Credit Facility in the fourth quarter of 2025. During the nine months ended September 30, 2025, finance costs also included cash and non-cash interest expense and accretion on our then outstanding convertible debentures. In addition, we recognized a loss on loan modification of $0.5 million during the nine months ended September 30, 2026 relating to the amendment of the Credit Facility, compared to a gain of $0.7 million in the same period of 2025. The loss was recognized on the modification of the Credit Facility to adjust the difference between the carrying amount of the bank loan, and the total of bank transaction costs incurred and present value of cash flows under its revised terms.
We incurred a current tax expense of $0.2 million during the nine months ended September 30, 2026, compared to $0.1 million in the same period of 2025. During the nine months ended September 30, 2026, we recognized a deferred tax expense of $3.5 million, compared to a recovery of $0.2 million in the same period of 2025. The change was primarily due to the utilization of deferred tax assets (i.e. non-capital losses) against taxable profit.
We had net income of $7.4 million or $0.03 per share on a basic and diluted basis, during the nine months ended September 30, 2026, compared to a net loss of $3.2 million, or $0.02 per share on a basic and diluted basis, in the same period of 2025. During the nine months ended September 30, 2026, we had Adjusted Net Income of $9.0 million or $0.04 per share, compared to an Adjusted Net Loss of $1.7 million or $0.01 per share, for the same period in 2025. The change was primarily the result of increased revenue from royalty and streaming interests.
Liquidity and Capital Resources
|
|
As at |
||
|
|
September 30, 2026 |
|
December 31, 2025 |
(in thousands of dollars) |
|
($) |
|
($) |
Cash and cash equivalents |
|
21,039 |
|
12,407 |
Short-term investments |
|
2,028 |
|
1,548 |
Working capital (current assets less current liabilities) |
|
27,801 |
|
17,928 |
Total assets |
|
857,794 |
|
822,756 |
Total current liabilities |
|
5,232 |
|
4,618 |
Total non-current liabilities |
|
122,311 |
|
118,943 |
Shareholders' equity |
|
730,251 |
|
699,195 |
As at September 30, 2026, we had cash and cash equivalents of $21.0 million, compared to $12.4 million at the end of 2025. This was primarily driven by an increase in revenues from our royalty and streaming interests, proceeds from the sale of an interest in Borborema LP and proceeds from the issuance of GRC Shares upon the exercise of outstanding options and warrants, offset by the cash utilized in our acquisitions of royalty interests during the period.
As at September 30, 2026, we had an undrawn revolving credit line under our Credit Facility of $125 million, with an accordion feature allowing for up to an additional $25 million in availability, subject to certain conditions. Term benchmark advances under our Credit Facility bear interest at a rate equal to the Secured Overnight Financing Rate ("SOFR") plus a margin of 2.25% to 3.25%. The Credit Facility matures in November 2028.
As at September 30, 2026, we had short-term investments of $2.0 million, compared to $1.5 million as at December 31, 2025. Short-term investments consist of marketable securities. The increase was primarily due to the increase in quoted share price of the marketable securities in the market.
As at September 30, 2026, we had accounts receivable of $6.5 million, compared to $2.7 million as at December 31, 2025. The increase primarily resulted from increased revenue from royalty and streaming interests.
As at September 30, 2026, we had prepaids and other receivables of $3.5 million, compared to $5.9 million as at December 31, 2025. The decrease was primarily due to timing differences associated with the receipt of other receivables related to the favorable judgment in a previously announced dispute with the operator of the Jerritt Canyon Mine, withholding taxes, and the reclassification of a portion of unamortized transaction costs to other long-term assets.
We had working capital (current assets less current liabilities) of $27.8 million as at September 30, 2026, compared to $17.9 million as at December 31, 2025.
We had non-current liabilities of $122.3 million as at September 30, 2026, compared to $118.9 million as at December 31, 2025. Non-current liabilities primarily consist of deferred income tax liability arising from acquisition-related fair value adjustments in prior years.
9
Cash Flows
Operating Activities
Operating activities provided cash of $15.7 million during the nine months ended September 30, 2026, compared to $6.0 million in the same period of 2025. Net cash provided by operating activities during the nine months ended September 30, 2026 reflected net income of $7.4 million offset by various non-cash items including $5.7 million of depreciation and depletion, $3.5 million of deferred tax expense, $2.0 million of share-based compensation, $1.2 million of share of profit in joint venture, $1.0 million of change in the fair value of our gold-linked loan, $0.6 million of change in fair value of short-term investments, $0.5 million loan modification loss and $0.7 million of finance costs. Non-cash working capital changes included an increase in accounts receivable using cash of $3.7 million during the nine months ended September 30, 2026, compared to $0.4 million in the same period of 2025. Interest income received on our gold-linked loan provided cash of $1.4 million during the nine months ended September 30, 2026, compared to $1.1 million in the same period of 2025. A decrease in prepaids and other receivables provided cash of $0.9 million during the nine months ended September 30, 2026, compared to an increase using cash of $0.4 million in the same period of 2025. An increase in accounts payable and accrued liabilities provided cash of $0.4 million during the nine months ended September 30, 2026, compared to $0.9 million in the same period of 2025.
Investing Activities
Investing activities utilized cash of $12.7 million during the nine months ended September 30, 2026, compared to $1.4 million in the same period of 2025. During the nine months ended September 30, 2026, we used $37.9 million in cash for acquisitions, compared to $2.2 million in the same period of 2025. Investing cash outflows were partially offset by proceeds of $22.5 million from the sale of an interest in Borborema LP, proceeds from disposition of short-term investments of $1.3 million, distribution from Borborema LP of $1.1 million, and interest received of $0.2 million.
Financing Activities
During the nine months ended September 30, 2026, financing activities provided cash of $5.7 million, compared to using cash of $2.4 million in the same period of 2025. The change was mainly due to the proceeds received from the issuance of GRC Shares upon the exercise of outstanding options and warrants of $6.7 million, compared to $1.9 million in the same period of 2025. Interest payments used cash of $0.5 million during the nine months ended September 30, 2026, compared to $4.0 million in the same period of 2025. The decrease was due to the redemption and conversion of our previously outstanding convertible debentures and repayment of the principal balance under our Credit Facility in the fourth quarter of 2025. In January 2026, we drew down $22.5 million under the Credit Facility in connection with our acquisition of an additional royalty on the Borborema mine, and incurred transaction costs of $0.6 million in relation to the Credit Facility amendment in February 2026. The outstanding principal under the Credit Facility was fully repaid in February 2026.
Contractual Obligations
As at September 30, 2026, we had the following contractual obligations, including payments due for each of the next five years and thereafter:
|
|
Payments Due by Period |
||||||||
|
|
Total |
|
Less than 1 year |
|
1 – 3 years |
|
4 – 5 years |
|
After 5 years |
(in thousands of dollars) |
|
($) |
|
($) |
|
($) |
|
($) |
|
($) |
Lease obligations |
|
128 |
|
89 |
|
39 |
|
— |
|
— |
Non-IFRS Measures
We have included, in this document, certain performance measures, including: (i) Total Revenue, Land Agreement Proceeds and Interest; (ii) Adjusted EBITDA; (iii) Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share, basic and diluted; and (iv) GEOs which are each non-IFRS measures. The presentation of such non-IFRS measures is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS Accounting Standards. These non-IFRS measures do not have any standardized meaning prescribed by IFRS Accounting Standards and other companies may calculate these measures differently.
Total Revenue, Land Agreement Proceeds and Interest
Total Revenue, Land Agreement Proceeds and Interest is determined by adjusting revenue for the impact of: land agreement proceeds credited against other mineral interests, interest income credited against gold-linked loan, one-time adjustment related to the purchase of Pedra Branca Royalty and royalty revenue earned through Borborema LP joint venture. We have included this information as management believes certain investors use this information to evaluate our performance in comparison to other gold royalty companies in the precious metal mining industry.
The following is a reconciliation of Total Revenue, Land Agreement Proceeds and Interest to revenue for the three and nine months ended September 30, 2026 and 2025:
10
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
|
($) |
|
($) |
Royalty |
|
7,258 |
|
1,635 |
|
20,427 |
|
4,732 |
Streaming |
|
2,405 |
|
1,212 |
|
4,415 |
|
2,416 |
Advance minimum royalty and pre-production royalty |
|
201 |
|
1,099 |
|
572 |
|
3,054 |
Land agreement proceeds |
|
1,138 |
|
212 |
|
1,917 |
|
1,244 |
Interest income credited against gold-linked loan |
|
471 |
|
415 |
|
1,437 |
|
1,116 |
Total Revenue, Land Agreement Proceeds and Interest |
|
11,473 |
|
4,573 |
|
28,768 |
|
12,562 |
Land agreement proceeds credited against other mineral interests |
|
(51) |
|
(10) |
|
(71) |
|
(337) |
Interest income credited against gold-linked loan |
|
(471) |
|
(415) |
|
(1,437) |
|
(1,116) |
One-time adjustment related to the purchase of Pedra Branca Royalty(1) |
|
— |
|
— |
|
(1,284) |
|
— |
Royalty revenue earned through Borborema LP joint venture(2) |
|
(705) |
|
— |
|
(1,820) |
|
— |
Revenue |
|
10,246 |
|
4,148 |
|
24,156 |
|
11,109 |
__________
Notes:
Adjusted EBITDA
Adjusted EBITDA is determined by adjusting net income (loss) for the impact of: depletion, depreciation, finance costs, current and deferred tax expenses, land agreement proceeds credited against other mineral interests, interest income credited against gold-linked loan, one-time adjustment related to the purchase of Pedra Branca Royalty and royalty revenue earned through Borborema LP joint venture, transaction related and non-recurring general and administrative expenses(1), non-cash share-based compensation, share of loss in associate, dilution loss in associate, share of profit in joint venture, change in fair value of gold-linked loan, change in fair value of short-term investments, change in fair value of embedded derivative, foreign exchange loss (gain), loss (gain) on loan modification and other income. We have included this information as management believes certain investors use this information to evaluate our performance in comparison to other gold royalty companies in the precious metal mining industry. The table below provides a reconciliation of net income (loss) to Adjusted EBITDA for the periods indicated:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
|
($) |
|
($) |
Net income (loss) |
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
Depletion |
|
2,530 |
|
862 |
|
5,675 |
|
1,371 |
Depreciation |
|
19 |
|
19 |
|
59 |
|
58 |
Finance costs |
|
162 |
|
2,292 |
|
666 |
|
6,733 |
Current tax expense |
|
16 |
|
— |
|
160 |
|
118 |
Deferred tax expense (recovery) |
|
1,550 |
|
(210) |
|
3,450 |
|
(237) |
Land Agreement Proceeds credited against other mineral interests |
|
51 |
|
10 |
|
71 |
|
337 |
Interest income credited against gold-linked loan |
|
471 |
|
415 |
|
1,437 |
|
1,116 |
One-time adjustment related to the purchase of Pedra Branca Royalty(1) |
|
— |
|
— |
|
1,284 |
|
— |
Royalty revenue earned through Borborema LP joint venture(2) |
|
705 |
|
— |
|
1,820 |
|
— |
Share of profit in joint venture(2) |
|
(482) |
|
— |
|
(1,245) |
|
— |
Transaction related and non-recurring general and administrative expenses |
|
112 |
|
78 |
|
193 |
|
179 |
Share-based compensation |
|
566 |
|
561 |
|
2,016 |
|
1,903 |
Share of loss in associate |
|
— |
|
— |
|
— |
|
80 |
Dilution loss in associate |
|
— |
|
— |
|
— |
|
73 |
Change in fair value of gold-linked loan |
|
57 |
|
(277) |
|
(979) |
|
(992) |
Change in fair value of short-term investments |
|
(495) |
|
(207) |
|
(562) |
|
(180) |
Change in fair value of embedded derivative |
|
— |
|
(133) |
|
— |
|
(413) |
Foreign exchange (gain) loss |
|
60 |
|
(91) |
|
20 |
|
(39) |
Loss (gain) on loan modification |
|
— |
|
— |
|
500 |
|
(693) |
Other (income) expense |
|
(203) |
|
331 |
|
(402) |
|
349 |
Adjusted EBITDA |
|
8,957 |
|
2,517 |
|
21,555 |
|
6,553 |
__________
11
Notes:
Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share, basic and diluted
Adjusted Net Income (Loss) is calculated by adjusting net income (loss) for the impact of: land agreement proceeds credited against other mineral interests, interest income credited against gold-linked loan, one-time adjustment related to the purchase of Pedra Branca Royalty, accretion of convertible debentures, transaction related and non-recurring general and administrative expenses(1), share of loss in associate, dilution loss in associate, changes in fair value of embedded derivative, short-term investments and gold-linked loan, loss (gain) on loan modification, foreign exchange loss (gain) and other income. Adjusted Net Income (Loss) Per Share, basic and diluted, have been determined by dividing the Adjusted Net Income (Loss) by the weighted average number of common shares for the applicable period. Management believes that they are useful measures of performance as they adjust for items which are not always reflective of the underlying operating performance of our business and/or are not necessarily indicative of future operating results. The following is a reconciliation of net income (loss) to Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share, basic and diluted for the periods indicated:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
(in thousands of dollars, except per share amount) |
|
($) |
|
($) |
|
($) |
|
($) |
Net income (loss) |
|
3,838 |
|
(1,133) |
|
7,392 |
|
(3,210) |
Land Agreement Proceeds credited against other mineral interests |
|
51 |
|
10 |
|
71 |
|
337 |
Interest income credited against gold-linked loan |
|
471 |
|
415 |
|
1,437 |
|
1,116 |
One-time adjustment related to the purchase of Pedra Branca Royalty(1) |
|
— |
|
— |
|
1,284 |
|
— |
Accretion of convertible debentures |
|
— |
|
592 |
|
— |
|
1,666 |
Transaction related and non-recurring general and administrative expenses |
|
112 |
|
78 |
|
193 |
|
179 |
Share of loss in associate |
|
— |
|
— |
|
— |
|
80 |
Dilution loss in associate |
|
— |
|
— |
|
— |
|
73 |
Change in fair value of gold-linked loan |
|
57 |
|
(277) |
|
(979) |
|
(992) |
Change in fair value of short-term investments |
|
(495) |
|
(207) |
|
(562) |
|
(180) |
Change in fair value of embedded derivative |
|
— |
|
(133) |
|
— |
|
(413) |
Foreign exchange (gain) loss |
|
60 |
|
(91) |
|
20 |
|
(39) |
Loss (gain) on loan modification |
|
— |
|
— |
|
500 |
|
(693) |
Other (income) expense |
|
(203) |
|
331 |
|
(402) |
|
349 |
Adjusted Net Income (Loss) |
|
3,891 |
|
(415) |
|
8,954 |
|
(1,727) |
|
|
|
|
|
|
|
|
|
Weighted average number of common shares |
|
|
|
|
|
|
|
|
Basic |
|
231,464,083 |
|
170,913,113 |
|
230,564,275 |
|
170,599,707 |
Diluted |
|
238,421,481 |
|
170,913,113 |
|
239,929,495 |
|
170,599,707 |
|
|
|
|
|
|
|
|
|
Adjusted Net Income (Loss) Per Share |
|
|
|
|
|
|
|
|
Basic |
|
0.02 |
|
(0.00) |
|
0.04 |
|
(0.01) |
Diluted |
|
0.02 |
|
(0.00) |
|
0.04 |
|
(0.01) |
__________
Note:
GEOs
GEOs are determined by dividing Total Revenue, Land Agreement Proceeds and Interest by the average gold prices for the applicable period, except for the nine months ended September 30, 2026 and 2025, for which GEOs equal the sum of the quarterly amounts for the respective nine-month period:
12
(in thousands of dollars, except Average Gold Price/oz and GEOs) |
|
Average Gold Price/oz |
|
Total Revenue, Land Agreement Proceeds and Interest |
|
GEOs |
For the three months ended March 31, 2025 |
|
2,865 |
|
3,577 |
|
1,249 |
For the three months ended June 30, 2025 |
|
3,279 |
|
4,412 |
|
1,346 |
For the three months ended September 30, 2025 |
|
3,456 |
|
4,573 |
|
1,323 |
For the nine months ended September 30, 2025 |
|
3,200 |
|
12,562 |
|
3,918 |
|
|
|
|
|
|
|
For the three months ended March 31, 2026 |
|
4,875 |
|
9,362 |
|
1,920 |
For the three months ended June 30, 2026 |
|
4,516 |
|
7,933 |
|
1,757 |
For the three months ended September 30, 2026 |
|
4,266 |
|
11,473 |
|
2,689 |
For the nine months ended September 30, 2026 |
|
4,552 |
|
28,768 |
|
6,366 |
Summary of Quarterly Results
The following table sets forth our selected financial results for each of the quarterly periods indicated.
|
|
Revenue |
|
Net income (loss) |
|
Net income (loss) per share, basic |
|
Net income (loss) per share, diluted |
(in thousands of dollars, except per share amounts) |
|
($) |
|
($) |
|
($) |
|
($) |
December 31, 2024 |
|
3,355 |
|
(3,193) |
|
(0.02) |
|
(0.02) |
March 31, 2025(1) |
|
3,138 |
|
(1,248) |
|
(0.01) |
|
(0.01) |
June 30, 2025(1) |
|
3,823 |
|
(829) |
|
(0.00) |
|
(0.00) |
September 30, 2025 |
|
4,148 |
|
(1,133) |
|
(0.01) |
|
(0.01) |
December 31, 2025 |
|
4,501 |
|
(920) |
|
(0.00) |
|
(0.00) |
March 31, 2026 |
|
7,178 |
|
1,771 |
|
0.01 |
|
0.01 |
June 30, 2026 |
|
6,732 |
|
1,783 |
|
0.01 |
|
0.01 |
September 30, 2026 |
|
10,246 |
|
3,838 |
|
0.02 |
|
0.02 |
__________
Note:
Quarterly fluctuations in net income (loss) are primarily driven by changes in revenue from royalties, streaming and other mineral interests, changes in operating expenses, finance costs and changes in corporate activities during the respective periods.
Off-Balance Sheet Arrangements
As at September 30, 2026, we did not have any off-balance sheet arrangements.
Transactions with Related Parties
Related party transactions are based on the amounts agreed to by the parties. During the three and nine months ended September 30, 2026, we have not entered into any contracts or undertaken any commitment with any related parties other than as described herein.
Transactions with Key Management Personnel
Key management personnel are individuals responsible for planning, directing and controlling the activities of an entity. Total management compensation and directors' fees incurred for services provided by our key management personnel for the three and nine months ended September 30, 2026 and 2025 are as follows:
|
|
For the three months ended |
|
For the nine months ended |
||||
|
|
2026 |
|
2025 |
|
2026 |
|
2025 |
(in thousands of dollars) |
|
($) |
|
($) |
|
($) |
|
($) |
Management compensation |
|
1,153 |
|
505 |
|
1,830 |
|
1,299 |
Directors' fees |
|
56 |
|
50 |
|
169 |
|
148 |
Share-based compensation |
|
440 |
|
419 |
|
1,469 |
|
1,406 |
|
|
1,649 |
|
974 |
|
3,468 |
|
2,853 |
Critical Accounting Estimates and Judgments
The preparation of financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of income and expenses during the reporting period. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities, income and
13
expenses. Management uses historical experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments and estimates. Actual outcomes may differ from these estimates under different assumptions and conditions.
Information about critical judgments made by management in preparing the condensed interim consolidated financial statements is described below.
Information about significant sources of estimation uncertainty are described below.
Financial Instruments and Risk Management
Our financial instruments consist of cash and cash equivalents, short-term and long-term investments, gold-linked loan, accounts receivable, accounts payable and accrued liabilities and lease obligations.
Our short-term investments are initially recorded at fair value and subsequently revalued to their fair market value at each period end based on inputs such as quoted equity prices. The fair value of our gold-linked loan is determined based on a discounted cash flow approach, which includes significant inputs not based on observable market data such as long-term gold price and expected volatility of gold. Our long-term investments are initially recorded at fair value and subsequently revalued to its fair market value at each period end based on inputs such as the price paid by arm's length parties in recent transactions. The fair value of our other financial instruments, which include cash and cash equivalents, accounts receivable and accounts payable and accrued liabilities approximate their carrying values due to their short term to maturity. Lease obligations are measured at amortized cost. The fair value of our lease obligations approximate their carrying values as their interest rates are comparable to current market rates.
Financial risk management objectives and policies
The financial risk arising from our operations are credit risk, liquidity risk, currency risk, equity price risk and interest rate risk. These risks arise from the normal course of operations and all transactions undertaken are to support our ability to continue as a going concern. The risks associated with financial instruments and the policies on how we mitigate these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner.
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Credit Risk
Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. Our credit risk is primarily associated with our bank balances, accounts receivable and gold-linked loan. Our bank balances are held with a Schedule I chartered bank in Canada and its US affiliates. Our maximum exposure to credit risk is equivalent to the carrying value of our cash and cash equivalents in excess of the amount of government deposit insurance coverage for each financial institution, and the carrying value of our accounts receivable and gold-linked loan. In order to mitigate our exposure to credit risk, we closely monitor our financial assets.
Liquidity Risk
Liquidity risk is the risk that we will not be able to settle or manage our obligations associated with financial liabilities. To manage liquidity risk, we closely monitor our liquidity position and ensure we have adequate sources of funding to finance our projects and operations. Our working capital (current assets less current liabilities) as at September 30, 2026, was approximately $27.8 million as compared to approximately $17.9 million as at December 31, 2025. Our accounts payable and accrued liabilities are expected to be realized or settled, respectively, within a one-year period.
Our future profitability will be dependent on the royalty income to be received from mine operators. Royalties are based on a percentage of the minerals, or the products produced, or revenue or profits generated from the property which is typically dependent on the prices of the minerals the property operators are able to realize. Mineral prices are affected by numerous factors such as interest rates, exchange rates, inflation or deflation and global and regional supply and demand. In managing liquidity risk, we consider the amount available under the Credit Facility, anticipated cash flows from operating activities and our holding of cash and short-term investments. We believe we have adequate liquidity to meet our obligations and to finance our planned activities.
Currency Risk
We are exposed to foreign exchange risk when we undertake transactions and hold assets and liabilities in currencies other than our functional currency. We currently do not engage in foreign exchange currency hedging. The currency risk on our cash and cash equivalents, short-term investments and accounts payable and accrued liabilities is minimal.
Equity price Risk
We are exposed to equity price risk associated with our investments in other mining companies. Our short-term investments consisting of common shares are exposed to equity price risk due to the potentially volatile and speculative nature of the businesses in which the investments are held. Based on the short-term investments held by us as at September 30, 2026, a 10% change in the market price of these investments would have an impact of approximately $0.1 million on net income for the nine months ended September 30, 2026. Given the size of our short-term investment holdings, we do not consider our exposure to equity price risk to be significant.
Interest rate Risk
Our exposure to interest rate risk arises from the impact of interest rates on our cash and Credit Facility, which bear interest at fixed or variable rates. The interest rate risks on our cash balances are minimal. Our Credit Facility bears an interest rate based on SOFR plus an applicable margin ranging from 2.25% to 3.25% based on our leverage ratio and an increase (decrease) of 10 basis points in the applicable rate of interest would not have a significant impact on net income for the nine months ended September 30, 2026. Our lease liability is determined using the interest rate implicit in the lease and an increase (decrease) of 10 basis points would not have a significant impact on net income for the nine months ended September 30, 2026.
Outstanding Share Data
As at the date hereof, we have 232,317,568 GRC Shares, 1,825,335 restricted share units and 5,214,524 share options outstanding. Furthermore, there are outstanding warrants to purchase 14,514,527 GRC Shares issued to holders in our 2024 public offering completed in connection with the Vareš Stream. Each such warrant is exercisable to acquire one GRC Share for a period of 36 months after closing, at an exercise price of $2.25.
Disclosure Controls and Procedures and Internal Control over Financial Reporting
Disclosure Controls and Procedures
Our Chief Executive Officer (the "CEO") and the Chief Financial Officer (the "CFO") are responsible for establishing and maintaining our disclosure controls and procedures ("DCP"). We maintain DCP designed to ensure that information required to be disclosed in reports filed under applicable Canadian securities laws and the U.S. Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the appropriate time periods and that such information is accumulated and communicated to our management, including the CEO and CFO, to allow for timely decisions regarding required disclosure.
In designing and evaluating DCP, we recognize that any disclosure controls and procedures, no matter how well conceived or operated, can only provide reasonable, not absolute, assurance that the objectives of the control system are met and management is required to exercise its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
The CEO and CFO have evaluated whether there were changes to the DCP during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, the DCP. No such changes were identified through their evaluation.
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Internal Control over Financial Reporting
Our management, including the CEO and the CFO, are responsible for establishing and maintaining adequate internal control over financial reporting ("ICFR") for us to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS Accounting Standards. The fundamental issue is ensuring all transactions are properly authorized and identified and entered into a well-designed, robust and clearly understood accounting system on a timely basis to minimize risk of inaccuracy, failure to fairly reflect transactions, failure to fairly record transactions necessary to present financial statements in accordance with IFRS Accounting Standards, unauthorized receipts and expenditures, or the inability to provide assurance that unauthorized acquisitions or dispositions of assets can be detected.
Our ICFR may not prevent or detect all misstatements because of inherent limitations. Additionally, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with our policies and procedures.
The CEO and CFO have evaluated whether there were changes to the ICFR during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, the ICFR. No such changes were identified through their evaluation.
Forward-looking Statements
Certain statements contained in this MD&A constitute "forward-looking information" within the meaning of Canadian securities laws and "forward-looking statements" within the meaning of securities laws in the United States (collectively, "Forward-Looking Statements"). These statements relate to the expectations of management about future events, results of operations and our future performance (both operational and financial) and business prospects. All statements other than statements of historical fact are Forward-Looking Statements. The use of any of the words "anticipate", "plan", "contemplate", "continue", "estimate", "expect", "intend", "propose", "might", "may", "will", "shall", "project", "should", "could", "would", "believe", "predict", "forecast", "target", "aim", "pursue", "potential", "objective" and "capable" and the negative of these terms or other similar expressions are generally indicative of Forward-Looking Statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such Forward-Looking Statements. No assurance can be given that these expectations will prove to be correct and such Forward-Looking Statements should not be unduly relied on. These statements speak only as of the date of this MD&A. In addition, this MD&A may contain Forward-Looking Statements attributed to third-party industry sources. Without limitation, this MD&A contains Forward-Looking Statements pertaining to the following:
These Forward-Looking Statements are based on opinions, estimates and assumptions in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we currently believe are appropriate and reasonable in the circumstances, including that:
Actual results could differ materially from those anticipated in these Forward-Looking Statements as a result of the following risk factors, among others:
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This list of factors should not be construed as exhaustive. We do not intend to and do not assume any obligations to update Forward-Looking Statements, except as required by applicable law.
Please see "Item 3. Key Information – D. Risk Factors" in the Annual Report for further information regarding key risks faced by us.
Additional Information
Additional information concerning the Company is available under our profile at www.sedarplus.ca and www.sec.gov.
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Exhibit 99.3
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, David Garofalo, Chief Executive Officer of Gold Royalty Corp., certify the following:
Date: November 4, 2026 |
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/s/ David Garofalo |
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David Garofalo |
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Chief Executive Officer |
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Exhibit 99.4
Form 52-109F2
Certification of Interim Filings
Full Certificate
I, Andrew Gubbels, Chief Financial Officer of Gold Royalty Corp., certify the following:
Date: November 4, 2026 |
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/s/ Andrew Gubbels |
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Andrew Gubbels |
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Chief Financial Officer |
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